From the start of the People's Republic of China's (PRC) "corporatization" project in the late 1980s, a Chinese corporate governance regime subject to increasingly enabling legal norms has been determined by mandatory regulations imposed by the PRC securities regulator, the China Securities...

A central challenge in the regulation of controlled firms is curbing rent extraction by controllers. As independent directors and fiduciary duties are often insufficient, some jurisdictions give minority shareholders veto rights over related-party transactions. To assess these rights'...

The Fortis Bank takeover court case demonstrates how shareholders' claims can make a merger and takeover case less speedy and, indeed, more costly. The case also raises a number of legal issues relating to corporate governance in a takeover situation such as the role of minority shareholders,...

Law and Finance theory stresses the importance of shareholder rights for the reliability and development of capital markets. Many European Parliaments picked up this corporate governance issue. We expand the analysis of Lele and Siems (2007) and show that the number of shareholder rights grew...

In today's world of corporate governance, the board of directors of a publicly held firm (public company) will almost certainly be made up of a majority of independent directors. Armed with such independence, it is hoped that corporate boards can better monitor for managerial opportunism and...

Pragmatic and effective research on corporate governance often turns critically on appreciating the legal institutions surrounding corporate entities—yet such nuances are often unfamiliar or poorly specified to economists and other social scientists without legal training. This chapter...

We examine the effectiveness of the "Comply or Explain" approach to corporate governance in the UK. Using a unique database of 245 non-financial companies for the period 1998-2004, we find an increasing trend of compliance with the Combined Code, but a frequent use of standard explanations in...

The European Union (EU) has been debating for several years whether to change from the legal capital regime as regulated under the Second Company Law Directive to a solvency test regime as applied in the US, for example. Based on an analysis of direct compliance costs and capital maintenance...

This study re-examines the theory of legal-origin on the basis of a new longitudinal dataset for four OECD countries (UK, USA, France and Germany) over a long time span 1970-2005. It observes that the civil law countries (France and Germany) provided better minority shareholder protection and...