Modernization Of European Company Law And Corporate Governance

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Modernization of European Company Law and Corporate Governance

Gert-Jan Vossestein
Modernization of European Company Law and Corporate Governance Book PDF

Author : Gert-Jan Vossestein
Publisher : Kluwer Law International B.V.
Page : 314 pages
File Size : 46,7 Mb
Release : 2010-01-01
Category : Law
ISBN : 9789041125927

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Modernization of European Company Law and Corporate Governance by Gert-Jan Vossestein Pdf

This new book offers a substantial framework for examining the competence or powers of the EC in the field of company law, and the requirements for the lawful exercise of these powers (the principle of subsidiarity and the observance of Article 43 EC in particular). In order to provide a clear understanding of the practical relevance of this framework, the author tests the provisions of specific EC company law instruments for compatibility with the EC Treaty. Although the substantial body of EC company law that has been built up over the years is covered, the focus is on EC company law instruments which have been adopted in implementation of the 2003 Action Plan. The book includes a survey of the various company law instruments (both pre-and post-Action Plan) which together make up EC company law, and discusses the objectives of EC company law policy. --

Modernisation of European Company Law

Antigoni Alexandropoulou
Modernisation of European Company Law Book PDF

Author : Antigoni Alexandropoulou
Publisher : Bruylant
Page : 153 pages
File Size : 50,5 Mb
Release : 2022-12-31
Category : Law
ISBN : 9782802770237

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Modernisation of European Company Law by Antigoni Alexandropoulou Pdf

This book is a collective volume of studies on the recent legislative developments in European Company Law as well as on topical legal issues that affect companies but which have not been harmonized yet. The Mobility Directive has introduced important amendments to the cross border operations of companies while the Directive on the Digitalisation of Company Law has brought about changes in the setting up of businesses and the use of digital tools and processes throughout the lifecycle of companies. The authors present and thoroughly analyses in their studies the important aspects of these new provisions and the challenges they present in their implementation. The book further explores the future of EU Company Law in particular regarding sustainable corporate governance, director’s duties, letterbox companies and the possible harmonization of the rules regulating groups of companies in the EU. All legal issues are presented very comprehensively and the authors who are academics and legal practitioners are shedding light on complicated legal questions in a very clear way.

European Company Law in Accelerated Progress

Steef M. Bartman,Centre for European Company Law
European Company Law in Accelerated Progress Book PDF

Author : Steef M. Bartman,Centre for European Company Law
Publisher : Kluwer Law International B.V.
Page : 190 pages
File Size : 47,6 Mb
Release : 2006-01-01
Category : Law
ISBN : 9789041125293

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European Company Law in Accelerated Progress by Steef M. Bartman,Centre for European Company Law Pdf

As a penetrating evaluation of the EU's capability to improve its corporate regulatory infrastructure and thereby attract more investors and business activities within its territory as a whole, this book offers insights to those interested in the field, from economic policymakers at every level of government to business persons and their counsel.

Towards a Sustainable European Company Law

Beate Sjåfjell
Towards a Sustainable European Company Law Book PDF

Author : Beate Sjåfjell
Publisher : Kluwer Law International B.V.
Page : 592 pages
File Size : 45,5 Mb
Release : 2009-03-26
Category : Law
ISBN : 9789041144515

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Towards a Sustainable European Company Law by Beate Sjåfjell Pdf

No one doubts any longer that sustainable development is a normative imperative. Yet there is unmistakably a great reluctance to acknowledge any legal basis upon which companies are obliged to forgo ‘shareholder value’ when such a policy clearly dilutes responsibility for company action in the face of continuing environmental degradation. Here is a book that boldly says: ‘Shareholder primacy’ is wrong. Such a narrow, short-term focus, the author shows, works against the achievement of the overarching societal goals of European law itself. The core role of EU company and securities law is to promote economic development, notably through the facilitation of market integration, while its contributory role is to further sustainable development through facilitation of the integration of economic and social development and environmental protection. There is a clear legal basis in European law to overturn the poorly substantiated theory of a ‘market for corporate control’ as a theoretical and ideological basis when enacting company law. With rigorous and persuasive research and analysis, this book demonstrates that: European companies should have legal obligations beyond the maximization of profit for shareholders; human and environmental interests may and should be engaged with in the realm of company law; and company law has a crucial role in furthering sustainable development. As a test case, the author offers an in-depth analysis of the Takeover Directive, showing that it neither promotes economic development nor furthers the integration of the economic, social and environmental interests that the principle of sustainable development requires. This book goes to the very core of the ongoing debate on the function and future of European company law. Surprisingly, it does not make an argument in favour of changing EU law, but shows that we can take a great leap forward from where we are. For this powerful insight – and the innumerable recognitions that support it – this book is a timely and exciting new resource for lawyers and academics in ‘both camps’: those on the activist side of the issue, and those with company or official policymaking responsibilities.

Shareholder Primacy and Global Business

Lela Mélon
Shareholder Primacy and Global Business Book PDF

Author : Lela Mélon
Publisher : Routledge
Page : 220 pages
File Size : 46,8 Mb
Release : 2019-03-13
Category : Law
ISBN : 9780429590139

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Shareholder Primacy and Global Business by Lela Mélon Pdf

In the context of growing public interest in sustainability, Corporate Social Responsibility (CSR) has not brought about the expected improvement in terms of sustainable business. Self-regulation has been unable to provide appropriate answers for unsustainable business frameworks, despite empirical proof that sustainable behaviour is entirely in corporate enlightened self-interest. The lack of success of the soft law approach suggests that hard law regulation may be needed after all. This book discusses these options, alongside the issue of shareholder primacy and its externalities in corporate, social, and natural environment. To escape the "prisoner’s dilemma" European corporations and their global counterparts have found themselves in, help is needed in the form of EU hard law to advocate sustainability through mandatory rules. This book argues that the necessity of these laws is based on the first-mover’s advantage of such corporate law approach towards sustainable development. In the current EU law environment, where codification of corporate law is sought for, forming and defining a general EU policy could not only help corporations embrace this self-enlightened behaviour but could also build the necessary "EU corporate citizenship" atmosphere. Considering the developments in the field of CSR as attempts to mitigate negative externalities resulting from inappropriate shareholder primacy use, the book is centred around a discussion of the shareholder primacy paradigm, its legal position and its (un)suitability for modern global business. Going beyond solely legal analysis, juxtaposing legal principles and argumentation with economic theoretic approaches and, more importantly, real-life examples, this book is accessible to both professionals and academics working within the fields of business, economics, corporate governance and corporate law.

The European Company Statute

Michael Gold
The European Company Statute Book PDF

Author : Michael Gold
Publisher : Peter Lang
Page : 378 pages
File Size : 42,9 Mb
Release : 2009
Category : Business & Economics
ISBN : 303911560X

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The European Company Statute by Michael Gold Pdf

The European Company Statute is one of the most important pieces of company legislation adopted so far by the European Union. Its aim is to regulate the internal functions of a business operating in more than two European countries. This book provides an analysis of the history, structure, legal basis and likely impact of the ECS.

The European Company Statute

Michael Gold
The European Company Statute Book PDF

Author : Michael Gold
Publisher : Unknown
Page : 373 pages
File Size : 44,8 Mb
Release : 2009
Category : Corporation law
ISBN : 3035303819

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The European Company Statute by Michael Gold Pdf

The European Company Statute (ECS) is one of the most important pieces of company legislation adopted so far by the European Union. Its aim is to regulate, on a voluntary basis, the internal functions of a business operating in more than two European countries at the same time. However, its implementation by companies requires the negotiation of agreements between employers and employees principally on the choice between a one-tier or two-tier system of board structure. While the ECS thereby promotes flexible solutions tailor-made to company requirements, it has failed to achieve full harmonisation of EU company law. This book provides a comprehensive analysis of the history, structure, legal basis and likely impact of the ECS, examining its evolution over some 30 years of development and its chances for integrating diverse models of corporate governance across the European Economic Area. The book explores the implications of the ECS for employee participation at various levels in the European company, with country case studies drawn from Greece, Slovenia and the UK. It also analyses certain legal issues, including taxation and the position of companies located in countries without existing systems of employee board-level participation.

European Corporate Law

Adriaan F.M. Dorresteijn et al.
European Corporate Law Book PDF

Author : Adriaan F.M. Dorresteijn et al.
Publisher : Kluwer Law International B.V.
Page : 377 pages
File Size : 48,8 Mb
Release : 2022-07-26
Category : Law
ISBN : 9789403532240

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European Corporate Law by Adriaan F.M. Dorresteijn et al. Pdf

This fully updated new edition provides an overview of the law regarding companies, business organizations, and capital markets in Europe, at both the European Union (EU) and Member State levels. It introduces the reader to the EU harmonization programme and describes how this has influenced corporate law in the various EU Member States. The authors describe common denominators as well as differences in the approach of national corporate laws. The authors highlight current and emerging trends in these areas of corporate law, including: the freedom of establishment of companies within the EU; the European harmonization process and Member States’ implementation of EU legislation; employee involvement in business organizations; the division of power between the different corporate bodies; the functioning and regulation of company groups; and cross-border business combinations, takeovers and restructuring tools. The laws of France, Germany and the Netherlands in particular are discussed and contrasted. This discussion also includes the United Kingdom, although no longer an EU Member State. As in earlier editions, the authors demonstrate that analysis and comparison of national corporate laws yield highly valuable general principles and observations, not least because business organizations, wherever located, tend to show a fundamentally similar set of legal characteristics. The Fourth Edition will continue to be of great value to practitioners and academics who wish to acquire a better understanding of European corporate law, in its supranational dimension as well as in the similarities and differences among the various national legal systems. It can also be used as a handbook for comparative corporate law courses.

Company Law and Economic Protectionism

Ulf Bernitz,Wolf-Georg Ringe
Company Law and Economic Protectionism Book PDF

Author : Ulf Bernitz,Wolf-Georg Ringe
Publisher : Oxford University Press
Page : 392 pages
File Size : 49,5 Mb
Release : 2010-12-23
Category : Business & Economics
ISBN : 9780199591459

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Company Law and Economic Protectionism by Ulf Bernitz,Wolf-Georg Ringe Pdf

A collection of essays examining the conflict between EU law and company law, covering a broad range of topics including takeovers, mergers and restructuring, sovereign wealth funds, and proportionality of ownership and control.

Instruments of EU Corporate Governance

Hanne S. Birkmose,Mette Neville,Karsten Engsig Sørensen
Instruments of EU Corporate Governance Book PDF

Author : Hanne S. Birkmose,Mette Neville,Karsten Engsig Sørensen
Publisher : Kluwer Law International B.V.
Page : 480 pages
File Size : 46,8 Mb
Release : 2022-12-09
Category : Law
ISBN : 9789403541730

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Instruments of EU Corporate Governance by Hanne S. Birkmose,Mette Neville,Karsten Engsig Sørensen Pdf

European Company Law Series, Volume 19 Compelling new perspectives on corporate governance – including attention to increased shareholder engagement, long-term value creation, and sustainability – have given rise to major changes in the management of companies. Yet, until this book, there has been no systematic account of the legislative and soft law instruments designed to promote good corporate governance practices across the range of sizes and types of companies. The book analyses the various instruments that legislators and others have used to promote good corporate governance in European companies and assesses their value in practice. Nineteen well-known scholars of business and corporate law delve into how such issues and topics as the following are approached across the spectrum of corporate governance instruments available in Europe: corporate codes of conduct; procedural rules regulating how directors make decisions; rules on board composition and remuneration; regulating boards in small- and medium-sized enterprises; public enforcement of directors’ duties; how digitalisation may affect implementation of corporate governance instruments; reporting rules; rules on the empowerment of minority shareholders; the role of the general meeting; regulation of the market for corporate control; certifications; rules on liability of directors; and role of auditors and accountants. In its in-depth analysis of the benefits and potential disadvantages of each instrument and what may be achieved both at company level and generally, this book will prove of value to all concerned with promoting responsible corporate governance, whether in business, government, or academia.

European Corporate Governance

Thomas Clarke,Jean-Francois Chanlat
European Corporate Governance Book PDF

Author : Thomas Clarke,Jean-Francois Chanlat
Publisher : Routledge
Page : 422 pages
File Size : 50,6 Mb
Release : 2009-06-24
Category : Business & Economics
ISBN : 9781134135981

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European Corporate Governance by Thomas Clarke,Jean-Francois Chanlat Pdf

In light of the most severe financial crisis since the 1930s, this intelligent look at European corporate governance brings out the richness of European corporate governance systems and highlights historical weaknesses that will require further work for a sustainable corporate governance environment in the future.

Comparative Company Law

Carsten Gerner-Beuerle,Michael Anderson Schillig
Comparative Company Law Book PDF

Author : Carsten Gerner-Beuerle,Michael Anderson Schillig
Publisher : Oxford University Press
Page : 1088 pages
File Size : 44,5 Mb
Release : 2019-05-06
Category : Law
ISBN : 9780191059070

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Comparative Company Law by Carsten Gerner-Beuerle,Michael Anderson Schillig Pdf

Comparative Company Law provides a systematic and coherent exposition of company law across jurisdictions, augmented by extracts taken from key judgments, legislation, and scholarly works. It provides an overview of the legal framework of company law in the US, the UK, Germany, and France, as well as the legislative measures adopted by the EU and the relevant case law of the Court of Justice. The comparative analysis of legal frameworks is firmly grounded in legal history and legal and economic theory and bolstered by numerous extracts (including extracts in translation) that offer the reader an invaluable insight into how the law operates in context. The book is an essential guide to how company law cuts across borders, and how different jurisdictions shape the corporate lifespan from its formation by way of incorporation to its demise (corporate insolvency) and eventual dissolution. In addition, it offers an introduction to the nature of the corporation, the framework of EU company law, incorporation and corporate representation, agency problems in the firm, rights of stakeholders and shareholders, neutrality and defensive measures in corporate control transactions, legal capital, piercing the corporate veil, and corporate insolvency and restructuring law.

The European Company Law Action Plan Revisited

Koen Geens,Klaus J. Hopt
The European Company Law Action Plan Revisited Book PDF

Author : Koen Geens,Klaus J. Hopt
Publisher : Leuven University Press
Page : 377 pages
File Size : 50,6 Mb
Release : 2010
Category : Corporate governance
ISBN : 9789058678058

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The European Company Law Action Plan Revisited by Koen Geens,Klaus J. Hopt Pdf

The harmonization of company law has always been on the agenda of the European Union. Besidesthe protection of third parties affected by business transactions, the founders had two other objectives: first, promoting freedom of establishment, and second, preventing the abuse of such freedom. The European Commission issued its Company Law Action Plan in 2003. In this volume researchers of the Jan Ronse Institute for Company Law of the Katholieke Universiteit Leuven present five chapters on the main priorities of the Action Plan: capital and creditor protection,corporate governance, one share one vote, financial reporting, and corporate mobility. The book also includes responses and ensuing discussions by reputed European company law experts.

Corporate Boards in European Law

Paul Davies,Paul Lyndon Davies,Klaus Hopt,Richard Nowak,Gerard van Solinge
Corporate Boards in European Law Book PDF

Author : Paul Davies,Paul Lyndon Davies,Klaus Hopt,Richard Nowak,Gerard van Solinge
Publisher : Oxford University Press
Page : 867 pages
File Size : 40,9 Mb
Release : 2013-11
Category : Business & Economics
ISBN : 9780198705154

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Corporate Boards in European Law by Paul Davies,Paul Lyndon Davies,Klaus Hopt,Richard Nowak,Gerard van Solinge Pdf

This book analyses corporate boards; their regulation in law and codes, and their actual operation in ten European countries in a functional and comparative method. Issues addressed include: board structure, composition and functioning, enforcement by liability rules, incentive structures and shareholder activism.

European Company Law

Nicola de Luca
European Company Law Book PDF

Author : Nicola de Luca
Publisher : Cambridge University Press
Page : 531 pages
File Size : 42,7 Mb
Release : 2017-03-16
Category : Law
ISBN : 9781107184183

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European Company Law by Nicola de Luca Pdf

"As with corporate law itself, however, our principal focus in this book is not on establishing the corporate form per se. Rather, it is on a second, equally important function of corporate law: namely, reducing the ongoing costs of organizing business through the corporate form. Corporate law does this by facilitating coordination between participants in corporate enterprise, and by reducing the scope for value- reducing forms of opportunism among different constituencies"--