Corporate Governance Failures

Corporate Governance Failures
Author: James P. Hawley
Publisher: University of Pennsylvania Press
Total Pages: 351
Release: 2011-04-15
Genre: Business & Economics
ISBN: 0812204646

Corporate governance, the internal policies and leadership that guide the actions of corporations, played a major part in the recent global financial crisis. While much blame has been targeted at compensation arrangements that rewarded extreme risk-taking but did not punish failure, the performance of large, supposedly sophisticated institutional investors in this crisis has gone for the most part unexamined. Shareholding organizations, such as pension funds and mutual funds, hold considerable sway over the financial industry from Wall Street to the City of London. Corporate Governance Failures: The Role of Institutional Investors in the Global Financial Crisis exposes the misdeeds and lapses of these institutional investors leading up to the recent economic meltdown. In this collection of original essays, edited by pioneers in the field of fiduciary capitalism, top legal and financial practitioners and researchers discuss detrimental actions and inaction of institutional investors. Corporate Governance Failures reveals how these organizations exposed themselves and their clientele to extremely complex financial instruments, such as credit default swaps, through investments in hedge and private equity funds as well as more traditional equity investments in large financial institutions. The book's contributors critique fund executives for tolerating the "pursuit of alpha" culture that led managers to pursue risky financial strategies in hopes of outperforming the market. The volume also points out how and why institutional investors failed to effectively monitor such volatile investments, ignoring relatively well-established corporate governance principles and best practices. Along with detailed investigations of institutional investor missteps, Corporate Governance Failures offers nuanced and realistic proposals to mitigate future financial pitfalls. This volume provides fresh perspectives on ways institutional investors can best act as gatekeepers and promote responsible investment.

Gatekeepers

Gatekeepers
Author: John C. Coffee
Publisher: Oxford University Press, USA
Total Pages: 398
Release: 2006-06
Genre: Business & Economics
ISBN: 0199288097

John Coffee traces the evolution of the four main gatekeeping professions: auditors, lawyers, securities analysts and credit-rating agencies, in the wake of corporate governance disasters, such as Enron and WorldCom.

Corporate Governance Matters

Corporate Governance Matters
Author: David Larcker
Publisher: FT Press
Total Pages: 497
Release: 2011-04-14
Genre: Business & Economics
ISBN: 0132367076

Corporate Governance Matters gives corporate board members, officers, directors, and other stakeholders the full spectrum of knowledge they need to implement and sustain superior governance. Authored by two leading experts, this comprehensive reference thoroughly addresses every component of governance. The authors carefully synthesize current academic and professional research, summarizing what is known, what is unknown, and where the evidence remains inconclusive. Along the way, they illuminate many key topics overlooked in previous books on the subject. Coverage includes: International corporate governance. Compensation, equity ownership, incentives, and the labor market for CEOs. Optimal board structure, tradeoffs, and consequences. Governance, organizational strategy, business models, and risk management. Succession planning. Financial reporting and external audit. The market for corporate control. Roles of institutional and activist shareholders. Governance ratings. The authors offer models and frameworks demonstrating how the components of governance fit together, with concrete examples illustrating key points. Throughout, their balanced approach is focused strictly on two goals: to “get the story straight,” and to provide useful tools for making better, more informed decisions.

Enron and World Finance

Enron and World Finance
Author: P. Dembinski
Publisher: Springer
Total Pages: 265
Release: 2005-12-16
Genre: Business & Economics
ISBN: 0230518869

Four years after the debacle, the term 'Enron' has earned its place in the everyday vocabulary of business ethics. Hardly anyone understands the business intricacies of what really happened with the sophisticated energy conglomerate. Even fewer are those able to envision, beyond the business case, the ethical questions and dilemmas facing actors at any one stage of the drama. Using the collapse of Enron as a case study, this book not only shows how and where ethics came into play, but also draws lessons and discusses possible remedies that may prevent the whole financial system from falling apart as a result of either excessive greed or over-regulation.

Corporate Governance

Corporate Governance
Author: Jonathan R. Macey
Publisher: Princeton University Press
Total Pages: 343
Release: 2010-12-12
Genre: Business & Economics
ISBN: 0691148023

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.

Behavioural Risks in Corporate Governance

Behavioural Risks in Corporate Governance
Author: Ngozi Vivian Okoye
Publisher: Routledge
Total Pages: 286
Release: 2015-03-05
Genre: Business & Economics
ISBN: 1317701410

Recent cases of corporate failures, including the fixing of LIBOR rates and money laundering issues in the banking industry, highlight how behavioural issues on the part of company directors are significant contributory factors in corporate governance and the success or failure of companies. This book examines how personality and behavioural issues have contributed to major corporate failures, and how this risk may be managed. The book examines behavioural risks in corporate governance, and evaluates the extent to which risk management mechanisms have acknowledged various aspects of behaviour. Drawing from cases in the UK, the US and Australia and research in psychology and the behavioural sciences, Ngozi Vivian Okoye argues that current corporate governance mechanisms lack provision for identifying and managing personality risks, and suggests how constituent elements of behaviour should be engaged with when developing preventive mechanisms for corporate failures. Okoye presents a conceptual framework for identifying and managing personality risks, and explores how personality risk may be built into corporate governance regulation. The book will be of great use and interest to researchers and practitioners in business and company law, corporate governance, and critical management studies.

U.S. Corporate Governance

U.S. Corporate Governance
Author: Donald H. Chew
Publisher: Columbia University Press
Total Pages: 385
Release: 2009-09-22
Genre: Business & Economics
ISBN: 0231148569

Corporate governance constitutes the internal and external institutions, markets, policies, and processes designed to help companies maximize their efficiency and value. In this collection of classic and current articles from the Journal of Applied Corporate Finance, thought leaders such as Michael Jensen and Robert Monks discuss the corporate mission of value maximization and the accomplishments and limitations of U.S. governance in achieving that end. They address the elements driving corporate value: the board of directors, compensation for CEOs and other employees, incentives and organizational structure, external ownership and control, role of markets, and financial reporting. They evaluate best practice methods, challenges in designing equity plans, the controversy over executive compensation, the values of decentralization, identifying and attracting the "right" investors, the evolution of shareholder activism, creating value through mergers and acquisitions, and the benefits of just saying no to Wall Street's "earnings game." Grounded in solid research and practice, U.S. Corporate Governance is a crucial companion for navigating the world of modern finance.

The Failure of Corporate Law

The Failure of Corporate Law
Author: Kent Greenfield
Publisher: ReadHowYouWant.com
Total Pages: 562
Release: 2010-10-21
Genre: Law
ISBN: 1459606167

When used in conjunction with corporations, the term public is misleading. Anyone can purchase shares of stock, but public corporations themselves are uninhibited by a sense of societal obligation or strict public oversight. In fact, managers of most large firms are prohibited by law from taking into account the interests of the public in de...

Corporate Governance in Tanzania

Corporate Governance in Tanzania
Author: Peter C. Mhando
Publisher: Routledge
Total Pages: 125
Release: 2019-04-30
Genre: Business & Economics
ISBN: 0429619863

Increasingly the importance of corporate governance for economic development in developing economies like Tanzania is indisputable. This book explores the effectiveness of corporate governance in Tanzania and asks how it can be further developed and improved so as to make a difference in the contribution of state-owned enterprises to the economy. The book tries as fairly as possible to probe further into effective corporate governance, using cases of public entities, highlighting shortfalls in their governance and the consequent multiplier effects on socio-economic life. On the other hand, the book also aims to present examples of good governance in multi-layered ways, to show that there is room for creativity and innovation in applying principles of good corporate governance. Recognising that context is crucial, the book starts by assessing Tanzania’s socio-historical and economic context, and gauging various applicable metrics. Using historical and theoretical lenses, including the ethics-accountability relationship, the author aims to improve our understanding of corporate failures and consequent waste in Tanzania. Explaining failures in governance is far from straightforward, as by definition they operate beyond rules and regulations, systems and processes, yet the author draws from decades of local experience and expertise in order to assess the real situation on the ground. The Tanzania case will be of considerable interest to researchers looking at questions of corporate governance and economic development both within the country itself, and across Africa.