In the UK Listing Review it is suggested that the London Stock Exchange should allow companies with dual class share (DCS) structures with differentiated voting rights to list on the Premium segment. In this paper, we discuss this proposal. First, we present an overview of the DCS-debate...

The chapter continues and advances our earlier research on ‘Board Models in Europe’.** We explore ‘The Structure of the Board of Directors’ with a view to the basic governance structure as provided by a board model vis-à-vis techniques of structuring the decision-making body, which can...

This article discusses the argument raised in a recent paper ("Thirty Years and Done - Time to Abolish the UK Corporate Governance Code" by B.R. Cheffins and B.V. Reddy) claiming that the abolition of the UK Corporate Governance Code would provide considerable benefits to the market. While...

Shareholder engagement plays an important role in corporate governance. In the last decade, investors have increasingly influenced business decisions and their activities have extended beyond the formal submission of shareholder resolutions for voting at annual meetings. On their part, directors...

Shareholder engagement by institutional investors, ranging from sporadic voting and incidental forms of managerial monitoring to more systematic and strategic forms of shareholder activism, including hedge fund activism, and more recently index activism, has long been debated. For some it is...

This article examines shareholder class actions and offers a proposal for reforming this area of litigation. After describing the nature and dynamics of these lawsuits (see Part II), the article in Part III outlines the criticisms of shareholder class actions. These criticisms take two basic...

Corporate governance debates have undergone a fundamental shift, with environmental, social and governance (“ESG”) issues coming to the forefront of decision-making by boards, executives and shareholders. Across a spectrum of stakeholders, companies and their boards face pressure to...

The final recommendations of Jonathan Hill’s UK Listing Review were published on 3 March 2021. The headline recommendation was that dual-class stock should be permitted on the premium-tier of the London Stock Exchange. The aspiration is to encourage more high-quality UK equity listings,...

Saudi Arabia has now opened its markets to foreign investors in line with its strategy to diversify its economy. However, investors need to feel confident that Saudi enterprises are being monitored and regulated appropriately. This study identifies the impact of improvements in Saudi corporate...

The corporate governance debate has focused recently on executive compensation. While defenders of the status quo assert that CEO compensation - and corporate governance generally - is efficient, critics contend that boards have been captured by powerful CEOs who demand excessive pay...