Corporate Governance : Promises Kept, Promises Broken / Jonathan R. Macey.

Format:

Book

Author/Creator:

Macey, Jonathan R., author.

Language:

English

Subjects (All):

Corporate governance.

Local Subjects:

Corporate governance.

Physical Description:

1 online resource (345 p.)

Edition:

Course Book

Place of Publication:

Princeton, NJ : Princeton University Press, [2008]

Language Note:

English

Summary:

Even in the wake of the biggest financial crash of the postwar era, the United States continues to rely on Securities and Exchange Commission oversight and the Sarbanes-Oxley Act, which set tougher rules for boards, management, and public accounting firms to protect the interests of shareholders. Such reliance is badly misplaced. In Corporate Governance, Jonathan Macey argues that less government regulation--not more--is what's needed to ensure that managers of public companies keep their promises to investors. Macey tells how heightened government oversight has put a stranglehold on what is the best protection against malfeasance by self-serving management: the market itself. Corporate governance, he shows, is about keeping promises to shareholders; failure to do so results in diminished investor confidence, which leads to capital flight and other dire economic consequences. Macey explains the relationship between corporate governance and the various market and nonmarket institutions and mechanisms used to control public corporations; he discusses how nonmarket corporate governance devices such as boards and whistle-blowers are highly susceptible to being co-opted by management and are generally guided more by self-interest and personal greed than by investor interests. In contrast, market-driven mechanisms such as trading and takeovers represent more reliable solutions to the problem of corporate governance. Inefficient regulations are increasingly hampering these important and truly effective corporate controls. Macey examines a variety of possible means of corporate governance, including shareholder voting, hedge funds, and private equity funds. Corporate Governance reveals why the market is the best guardian of shareholder interests.

Contents:

Front matter

Content

Preface

Introduction. Corporate Governance As Promise

Chapter 1. The Goals Of Corporate Governance

Chapter 2. Corporate Law And Corporate Governance

Chapter 3. Institutions And Mechanisms Of Corporate Governance

Chapter 4. Boards Of Directors

Chapter 5. Case Studies On Boards Of Directors In Corporate Governance

Chapter 6. Dissident Directors

Chapter 7. Formal External Institutions Of Corporate Governance

Chapter 8. The Market For Corporate Control

Chapter 9. Initial Public Offerings And Private Placements

Chapter 10. Governance By Litigation: Derivative Lawsuits

Chapter 11. Accounting, Accounting Rules, And The Accounting Industry

Chapter 12. Quirky Governance: Insider Trading, Short Selling, And Whistle-Blowing

Chapter 13. Shareholder Voting

Chapter 14. The Role Of Banks And Other Lenders In Corporate Governance

Chapter 15. Hedge Funds And Private Equity

Conclusion

Notes

Index

Notes:

Description based upon print version of record.

Description based on online resource; title from PDF title page (publisher's Web site, viewed 08. Jul 2019)

ISBN:

9786612158100

9781282158108

1282158104

9781400829781

140082978X

OCLC:

432429091