It is one of the well-known cornerstones of corporate governance that (minority) share-holders are subject to a risk of being expropriated by the controller of the firm, i.e. either entrenched management under a dispersed ownership structure or a controlling share-holder under concentrated...

The joint venture company, or incorporated joint venture, is a common form of corporate entity in Malaysia, in part due to the Malaysian economic policy which sought to enhance bumiputera participation in the corporate economy. However, there is still a very small body of case law dealing with...

The "law matters" thesis implies countries will not develop a robust stock market or diffuse corporate ownership structures unless laws are in place that curtail the extraction of private benefits of control by large shareholders and address information asymmetries from which outside investors...

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...

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,...

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...

This paper analyses the German corporate law reform's effect on the publicly listed companies' ownership and performance. First, theoretically plausible implications of the most important laws that were issued 1990-2009 are provided, then an empirical analysis using 1997-2008 panel data...

The role of shareholders in corporate governance is traditionally that of principals under agency theory, the directors being the agents. For a long time, their active role has mainly been restricted to rights which are exercised in the general assembly, though more recently institutional...

In this paper we provide a simple and general framework that explains the nature of groups, their corporate governance problems and their ownership structures as the result of the double nature of the controlling shareholder in the group as both shareholder and stakeholder of the subsidiary. We...

This paper contrasts the recent European initiatives on regulating corporate groups with alternative approaches to the phenomenon. In doing so it pays particular regard to the German codified law on corporate groups as the polar opposite to the piecemeal approach favored by E.U. legislation. It...