In the last dozen years, economists have produced a considerable body of research suggesting that the historical origin of a country’s laws is highly correlated with a broad range of its legal rules and regulations, as well as with economic outcomes. Much of this research has dealt with rules...

During the past decades, corporate law and corporate governance debates have generally been skeptical of elements of economic ‘Nationalism’ or ‘protectionism.’ Arguably, globalization and convergence in corporate governance have resulted in a reduction of protectionist policies. However,...

Imagine if we stopped deciding basketball games by baskets alone. Instead, victory would be determined by a combination of baskets, rebounds, steals, and fouls. Each of these is universally acknowledged as a critical component of the game. Why not reward them directly instead of indirectly, by...

This paper analyzes the impact of corporate governance on firm value using a sequence of reforms in India (Clause 49) enacted in 2000, for which more severe penalties were introduced in 2004. The reforms did not apply to all firms and resulted in treatment and control groups of firms with...

The role of outside directors is one of the key features in the transatlantic corporate governance debate. As their importance rises, their liability is also attracting attention. Since there are only a few cases internationally in which outside directors of listed companies have been held...

This Article seeks to ascertain the impact of the Securities and Exchange Commission's rejection in 2007 of a proxy access rule, a rule that would have required corporations to include shareholder-nominated candidates on the ballot. On the one hand, the SEC's rejection appears to be a stunning...

This paper considers the potential contained in an 'internalities' approach to corporate governance. Rather than viewing the company as a 'black box' that can only be regulated through state action, we argue that corporate governance holds in tension the relationship between investors, managers...

This paper addresses itself to the following question: how is the company the personification of industrial (or financial) capital? My argument is that the company is personified through the generation of narratives of selfhood that define and stabilise the ‘practices and institutions' of the...

How do you build the best board for your organization? What attributes and skills are required by law and what mix of experiences and talents will give you the best corporate governance? What are the commonly required director attributes that are a must for each board and how do you customize...

I examine whether the Securities and Exchange Commission (SEC) in the US is a learning organization (i.e., one that is capable of learning and adaptation to the dynamic nature of the securities markets – the subject of the SEC's regulatory oversight). Using the treatment of public corporate...