Why are shareholder empowerment and activism such controversial issues in the United States today? Other common law jurisdictions, including the United Kingdom, have welcomed and encouraged greater shareholder participation and engagement in corporate governance. In the United States, however,...

This paper questions the extent to which a model of the corporation based upon pre-eminence of shareholder interests is justified. First, it considers the extent to which such a model accurately reflects commercial reality, through an examination of some contemporary trends in corporate finance...

The regulation of hostile takeovers constitutes an interesting corporate governance microcosm. It is an area where clear contrasts in approach, regarding the balance of power between shareholders and the board of directors, are evident across different jurisdictions. Takeovers also reflect the...

This article explores the rising tension between shareholder and director power in the common law world. First the article analyzes key arguments in the shareholder empowerment debate, and current US reform proposals to grant shareholders stronger rights, from a comparative corporate law...

This Article provides a detailed case study, from a corporate governance perspective, of the 2004 decision of News Corp to migrate from Australia, where it had been incorporated for decades, and to reincorporate in Delaware. As the Article shows, News Corp.'s move to the United States was both...

Information asymmetry between shareholders and corporate managers can subvert contemporary calls for increased institutional investor oversight. In jurisdictions where controlling shareholders are common, information asymmetry can also arise between minority shareholders and controlling...

Important capital market, regulatory and technological developments have created greater investor appetite and capacity for engagement with public companies. This development is highlighted by investors’ current efforts to engage with companies in various markets on material environmental,...