actions, this paper shows that SCAs are a catalyst to promote disciplinary takeovers, CEO turnover and pay-cuts, and harm CEOs …

Supreme Court has called “illicit manipulation of a board's deliberative processes” or “fraud upon the board”). Commission of … fraud on the board is an omnipresent temptation for self-interested controllers, activist stockholders, officers, financial … advisors, and their legal counsel. Fraud can be used to put a company in play, steer a sale process toward a favored bidder …

should remedy and deter tortious misconduct that corrupts board decision-making. Commission of fraud on the board is an … counsel. Fraud can be used to put a company in play, steer a sale process toward a favored bidder, suppress the sale price to … reinterpreted as occasions when courts made tentative or final determinations that a board decision was corrupted by fraud or …

developments as to takeovers and the corporate objective. In contrast, the EMH and related learning have failed to sufficiently …. One key aspect of the informational predicate relates to the disclosure challenges associated with financial innovations …

At the heart of corporate governance are fundamental doctrines that limit court scrutiny of fiduciary and stockholder …

actions, this paper shows that SCAs are a catalyst to promote disciplinary takeovers, CEO turnover and pay-cuts, and harm CEOs …

governance countries do takeovers that generate higher stock-returns and increase post-takeover operating performance. Their …This paper examines the relationship between acquirer size, sovereign governance, and value-creation in acquisitions … primarily from agency and entrenchment problems. However, in weak governance environments, size might have off-setting benefits …

research is needed to examine the interactions between disclosure, information, and governance. …. Information production can be mandated outside of markets through increased regulatory disclosure. Regulators can also directly … motivate potential producers of information by changing their incentives. Traditional approaches to bank governance may …