Derivative Actions And Corporate Governance In China
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Derivative Actions and Corporate Governance in China by Jingchen Zhao Pdf
This book examines corporate governance rules in China, and highlights the deficiencies in current company law, with the purpose of arguing for a more effective derivative action mechanism, for the benefit of shareholders and their companies.
Examining derivative action, which enables shareholders to gain redress for wrongs done to their company and deters breaches of directors' fiduciary duties, this book considers the use of such measures in China, which lacks adequate corporate governance tools.
This book considers the derivative action, an important corporate governance tool which is commonly considered to serve two basic functions, i.e., enabling shareholders to gain redress for a wrong done to their company and deterring potential breaches of directors’ fiduciary duties. This book critically examines the derivative action from theoretical, evolutionary, and comparative perspectives. It considers how controversial issues such as locus standi, demand requirements, indemnity cost orders, information asymmetry and res judicata are approached in selected civil law countries as well as throughout the Commonwealth. The book also assesses whether derivative litigation could fulfill a similar role in China, which is one of the most rapidly developing economies in the world, yet lacks adequate corporate governance mechanisms. The ultimate aim discussed in the book is how to establish a remedial mechanism which makes derivative actions more accessible and consistent, while maintaining the balance between corporate efficiency and protecting minority shareholders’ interests. Lastly, based on different approaches in the latest reforming infrastructure, it explores whether there is a general converging trend for derivative actions between the two major legal systems.
Derivative Actions in Chinese Company Law by Shaowei Lin Pdf
Derivative actions, which allow individual shareholders to sue controlling shareholders and managers on behalf of the company, are designed to deter and combat mismanagement. However, the need to balance the interests of minority shareholders and corporate efficiency in a countryè^--s company law demands legal crafting that is both of a high order and responsive to the countryè^--s distinctive character, and solutions in this respect are quite different across jurisdictions. China, the second-largest economy in the world today, therefore merits special consideration.
The Derivative Action in Asia by Dan W. Puchniak,Harald Baum,Michael Ewing-Chow Pdf
This in-depth comparative examination of the derivative action in Asia provides a framework for analysing its function, history and practical application and examines in detail how derivative actions law works in practice in seven important Asian jurisdictions (China, Hong Kong, India, Japan, Korea, Taiwan and Singapore). These case studies allow an evaluation of a number of the leading Western comparative corporate law and governance theories which have come to define the field over the last decade. By debunking some of these critically important theories, this book lays the foundation for an accurate understanding of the derivative action in Asia and a re-examination of the regulation of the derivative action around the world.
A Comparative Study of Shareholders' Derivative Actions by Xiaoning Li Pdf
In this book shareholders' derivative actions in England, The US, Germany and China are being compared. Western countries among themselves take differing approaches towards derivative action in practice, including its very role and the mechanisms for regulating it. As far as the function of derivative action is concerned, The author concludes that (1) derivative actions play different roles in all these countries; (2) their function may vary according To The agency problems to be solved and the type and size of the companies involved; (3) derivative action is only one method in a comprehensive system of corporate governance. Comparative study shows that the issue of how to strike a balance between corporate efficiency and protection For The company and its minority shareholders is key in derivative actions.
Transforming Corporate Governance in East Asia by Curtis Milhaupt,Kon-Sik Kim,Hideki Kanda Pdf
Over the past ten years, the corporate governance environment in East Asia has undergone a significant transformation. The Asian Financial crisis, together with Japan’s long economic malaise, undermined confidence in the corporate structures, governance practices, and regulatory oversight of firms in the region. Since that time, each of the countries in the region has been a hotbed of legislative, judicial, and market activity in the realm of corporate governance. This book takes stock of the most important recent corporate governance changes in the region and the challenges still to be overcome. The contributors pursue this objective, not by describing laundry lists of legal reforms and problems, but by focused in-depth legal analysis on specific issues facing the separate systems in the wake of - sometimes in spite of - the voluminous reforms and market changes of the past decade. Written by the leading corporate law scholars and policy advisors in East Asia and some of the most renowned scholars of comparative corporate governance in the United States, the papers are methodologically united in their careful attention to the impact, and limitations, of legal reforms on corporate governance in East Asia today.
Enforcement of Corporate and Securities Law by Robin Hui Huang,Nicholas Calcina Howson Pdf
This book assembles the world's most authoritative specialists for a comparative analysis of the enforcement of corporate and securities laws in thirteen national jurisdictions. It examines the enforcement of corporate and securities laws across the globe and across different legal and political systems from an in-depth comparative perspective.
Chinese Corporate Governance by Yong Kang,Lu Shi,Elizabeth D. Brown Pdf
As China has aligned itself more closely with the international economy, it has also sought to adopt more Western-style corporate governance mechanisms. This report provides an overview of overview of corporate governance mechanisms in China, as well as an examination of continuing challenges and policy implications.
Corporate Governance and China's H-share Market by Alice De Jonge Pdf
Using detailed case studies of the first nine mainland Chinese companies to be listed on the Hong Kong stock exchange (1993 94), Alice de Jonge examines the evolution of corporate governance law and culture in China s H-share market. A story emerges not of tensions between ideas of corporate governance from two different legal systems Hong Kong vs. mainland Chinese nor about legal convergence as China adopts concepts from Anglo-American jurisdictions. Rather, it is a story of individual firms being pragmatic in mediating the different agendas of state-agencies that own or control them. Corporate Governance and China s H-Share Market looks at corporate governance in a cross-border context is unique in providing a detailed understanding of China s H-share market reveals why a beer company was the first ever Chinese firm to be listed overseas. This fascinating work will appeal to postgraduate students and scholars of corporate governance, Asian law and legal systems and Asian business, as well as Chinese scholars more generally. Professionals such as law practitioners working in Chinese law will also find the book of interest.
Understanding Institutional Shareholder Activism by Bo Gong Pdf
Institutional shareholder participation has long been considered as vital to good corporate governance yet its potential does not seem to have been realized. The recent banking crisis exposed the passivity of some institutional shareholders, many of whom appear to have chosen to sell their stakes in the banks rather than intervene or challenge the board when they realized the strategies followed by the banks were excessively risky. Institutional shareholders’ role to scrutinize and monitor the decisions of boards and executive management in the banking sector in the UK is considered by many to be a failure, resulting in the phenomenon of ‘ownerless corporations’, as described by Lord Myners. In China, despite the fast rising of institutional investment in the securities market, institutional shareholders have not yet played a contributory role in monitoring corporate managers in listed companies. Drawing on empirical evidence this book seeks to systematically analyses institutional shareholders’ incentives to activism to explain when and why shareholder activism will occur. The book puts forward a model which explains the factors that determine institutional shareholders’ propensity for activism. The model both elaborates the collective benefits of activism as a means of achieving managerial accountability asks whether and when shareholder activism is rational for any individual shareholder. The book then goes to on to apply these finding to both the UK and China in order to explain the varying levels of shareholder activism in each jurisdiction. The book is the first to take an in-depth look at institutional share-holder activism in China providing prescriptions to promote greater shareholder engagement and exploring the potential it holds for improving corporate governance in the region.
Derivative Actions and Corporate Governance by Arad Reisberg Pdf
This volume examines the circumstances in which a shareholder can bring an action on behalf of a company (a derivative action), exploring how this remedy may be used to ensure good corporate governance and laying out a theoretical framework and practical guidance for future development of the law.
Enforcement of Corporate Governance in Asia by Anonim Pdf
Over the past few years, most Asian jurisdictions have substantially revamped their laws, regulations and other corporate governance norms. However, enforcement remains a significant challenge and ldquo;an unfinished agendardquo;. This publication offers a unique snapshot of how corporate governance is being enforced in Asia. it provides policy makers, judges, investors, board members and stakeholders with cases studies and analysis that illustrate how regulators deal with enforcement in practice.
Corporate Governance of Listed Companies in China Self-Assessment by the China Securities Regulatory Commission by OECD Pdf
By assessing a broad range of laws, regulations and codes, this book provides a valuable reference for understanding how much has been achieved in Chinese corporate governance and the main ambitions of future reform efforts.
