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Corporate Governance Matters A Closer Look at Organizational Choices and Their Consequences

Larcker, David Tayan, Brian
Innbundet / 2015 / Engelsk

Produktdetaljer

ISBN
9780134031569
Publisert
2015
Utgave
2. utgave
Utgiver
Vendor
Pearson FT Press
Vekt
888 gr
Høyde
239 mm
Bredde
189 mm
Dybde
31 mm
Aldersnivå
06, P
Språk
Product language
Engelsk
Format
Product format
Innbundet
Antall sider
464

Forfatter
Larcker, David
Tayan, Brian

Biografisk notat

David Larcker is James Irvin Miller Professor of Accounting at Stanford Graduate School of Business; Director of the Corporate Governance Research Initiative; and Senior Faculty, Arthur and Toni Rembe Rock Center for Corporate Governance. David's research focuses on executive compensation, corporate governance, and managerial accounting. He has published many research papers and is frequently quoted in both the popular and business press. He received his BS and MS in engineering from the University of Missouri-Rolla and his PhD in business from the University of Kansas. He previously was on the faculty of the Kellogg Graduate School of Management at Northwestern University and The Wharton School at the University of Pennsylvania. Professor Larcker presently serves on the Board of Trustees for the Wells Fargo Advantage Funds. Brian Tayan is a member of the Corporate Governance Research Initiative at Stanford Graduate School of Business. He has written broadly on the subject of corporate governance, including studies and other materials on boards of directors, succession planning, executive compensation, financial accounting, and shareholder relations. Previously, Brian worked as a financial analyst at Stanford University's Office of the CEO and as an investment associate at UBS Private Wealth Management. He received his MBA from the Stanford Graduate School of Business and his BA from Princeton University. Additional resources and supporting material for this book are available at: Stanford Graduate School of Business The Corporate Governance Research Initiative www.gsb.stanford.edu/cgri-research

Corporate Governance Matters A Closer Look at Organizational Choices and Their Consequences

Larcker, David Tayan, Brian
Innbundet / 2015 / Engelsk
Larcker, David Tayan, Brian
Innbundet / 2015 / Engelsk
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Praise for the First Edition of Corporate Governance Matters:

"An outstanding work of unique breadth and depth providing practical advice supported by detailed research."
Alan Crain, Jr., Senior Vice President and General Counsel, Baker Hughes

"Extensively researched, with highly relevant insights, this book serves as an ideal and practical reference for corporate executives and students of business administration."
Narayana N.R. Murthy, Infosys Technologies

"Fascinating, engaging, and full of useful information-a must-read!"
Heidi Roizen, Founder, CEO and Chief Lyrical Officer, Skinny Songs

"A tour de force. David Larcker and Brian Tayan have written an easy-to-read, crucial-to-know overview of corporate governance today."
Stephen A. Miles, Founder and CEO, The Miles Group

" Corporate Governance Matters is sure to become required reading for director education and an essential desk reference for all corporate governance practitioners."
Abe M. Friedman, Managing Partner, CamberView Partners

"David Larcker and Brian Tayan are the premier students and among the most thoughtful authorities on corporate governance."
Arthur Rock, Principal of Arthur Rock & Co.

" Corporate Governance Matters is a comprehensive, objective, and insightful analysis of academic and professional research on corporate governance."
- Professor Katherine Schipper, Duke University, and former member of the Financial Accounting
Standards Board

"They did it! Larcker and Tayan have cracked the code on the connections between corporate governance and corporate performance."
- Ira Kay, Managing Partner, Pay Governance LLC

"When it comes to corporate governance, it seems that everyone has an opinion. David Larcker and Brian Tayan, however, have the facts."
- Professor Joseph A. Grundfest, Stanford Law School

Corporate Governance Matters, Second Edition gives corporate board members, officers, directors, and other stakeholders all the knowledge they need to implement and sustain superior governance. Authored by two leading experts, it fully addresses every component of governance. This edition offers new or expanded coverage of key issues ranging from risk management and shareholder activism to alternative corporate governance structures. It also adds new classroom elements, making it even more useful in academic settings. Updated throughout, this textcarefully synthesizes current academic and professional research, summarizing what is known, what is unknown, and where the evidence remains inconclusive. Along the way, it illuminates many key topics overlooked in competitive texts. 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 Alternative corporate governance structures, including family controlled businesses, nonprofits, private equity, and venture capital Financial reporting and external audit The market for corporate control Roles of institutional and activist shareholders Governance ratings, and more The authors offer models and frameworks demonstrating how the components of governance fit together, with updated examples and scenarios 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.
Les mer
Preface xxi Chapter 1 Introduction to Corporate Governance 1 Self-Interested Executives 3 Defining Corporate Governance 7 Corporate Governance Standards 9 Best Practice or Best Practices? Does "One Size Fit All"? 11 Relationship between Corporate Governance and Firm Performance 12 Chapter 2 International Corporate Governance 19 Capital Market Efficiency 20 Legal Tradition 22 Accounting Standards 23 Enforcement of Regulations 26 Societal and Cultural Values 27 Individual National Governance Structures 29 United States 29 United Kingdom 32 Germany 37 Japan 38 South Korea 41 China .43 India 44 Brazil 45 Russia 47 Endnotes 49 Interlude 55 Chapter 3 Board of Directors: Duties and Liability 57 Board Responsibilities 57 Board Independence 58 The Operations of the Board 59 Board Committees 60 Duration of Director Terms 64 Director Elections 64 Removal of Directors 66 Legal Obligations of Directors 66 Fiduciary Duty 67 Disclosure Obligations under Securities Laws 70 Legal Enforcement of State Corporate Law (Fiduciary Duties) 70 Legal Enforcement of Federal Securities Laws 71 Director Indemnification and D&O Insurance 72 Endnotes 75 Chapter 4 Board of Directors: Selection, Compensation, and Removal 79 Market for Directors 79 Active CEOs 82 International Experience 83 Special Expertise 84 Diverse Directors 85 Professional Directors 86 Disclosure Requirements for Director Qualifications 87 Director Recruitment Process 89 Director Compensation 91 Ownership Guidelines 96 Board Evaluation 97 Removal of Directors 99 Endnotes 102 Chapter 5 Board of Directors: Structure and Consequences 107 Board Structure 108 Chairman of the Board 112 Lead Independent Director 116 Outside Directors 119 Board Independence 121 Independent Committees 125 Bankers on the Board 126 Financial Experts on Board 127 Politica
Les mer

Relaterte produkter

Praise for the First Edition of Corporate Governance Matters:

"An outstanding work of unique breadth and depth providing practical advice supported by detailed research."
Alan Crain, Jr., Senior Vice President and General Counsel, Baker Hughes

"Extensively researched, with highly relevant insights, this book serves as an ideal and practical reference for corporate executives and students of business administration."
Narayana N.R. Murthy, Infosys Technologies

"Fascinating, engaging, and full of useful information-a must-read!"
Heidi Roizen, Founder, CEO and Chief Lyrical Officer, Skinny Songs

"A tour de force. David Larcker and Brian Tayan have written an easy-to-read, crucial-to-know overview of corporate governance today."
Stephen A. Miles, Founder and CEO, The Miles Group

" Corporate Governance Matters is sure to become required reading for director education and an essential desk reference for all corporate governance practitioners."
Abe M. Friedman, Managing Partner, CamberView Partners

"David Larcker and Brian Tayan are the premier students and among the most thoughtful authorities on corporate governance."
Arthur Rock, Principal of Arthur Rock & Co.

" Corporate Governance Matters is a comprehensive, objective, and insightful analysis of academic and professional research on corporate governance."
- Professor Katherine Schipper, Duke University, and former member of the Financial Accounting
Standards Board

"They did it! Larcker and Tayan have cracked the code on the connections between corporate governance and corporate performance."
- Ira Kay, Managing Partner, Pay Governance LLC

"When it comes to corporate governance, it seems that everyone has an opinion. David Larcker and Brian Tayan, however, have the facts."
- Professor Joseph A. Grundfest, Stanford Law School

Corporate Governance Matters, Second Edition gives corporate board members, officers, directors, and other stakeholders all the knowledge they need to implement and sustain superior governance. Authored by two leading experts, it fully addresses every component of governance. This edition offers new or expanded coverage of key issues ranging from risk management and shareholder activism to alternative corporate governance structures. It also adds new classroom elements, making it even more useful in academic settings. Updated throughout, this textcarefully synthesizes current academic and professional research, summarizing what is known, what is unknown, and where the evidence remains inconclusive. Along the way, it illuminates many key topics overlooked in competitive texts. 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 Alternative corporate governance structures, including family controlled businesses, nonprofits, private equity, and venture capital Financial reporting and external audit The market for corporate control Roles of institutional and activist shareholders Governance ratings, and more The authors offer models and frameworks demonstrating how the components of governance fit together, with updated examples and scenarios 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.
Les mer
Preface xxi Chapter 1 Introduction to Corporate Governance 1 Self-Interested Executives 3 Defining Corporate Governance 7 Corporate Governance Standards 9 Best Practice or Best Practices? Does "One Size Fit All"? 11 Relationship between Corporate Governance and Firm Performance 12 Chapter 2 International Corporate Governance 19 Capital Market Efficiency 20 Legal Tradition 22 Accounting Standards 23 Enforcement of Regulations 26 Societal and Cultural Values 27 Individual National Governance Structures 29 United States 29 United Kingdom 32 Germany 37 Japan 38 South Korea 41 China .43 India 44 Brazil 45 Russia 47 Endnotes 49 Interlude 55 Chapter 3 Board of Directors: Duties and Liability 57 Board Responsibilities 57 Board Independence 58 The Operations of the Board 59 Board Committees 60 Duration of Director Terms 64 Director Elections 64 Removal of Directors 66 Legal Obligations of Directors 66 Fiduciary Duty 67 Disclosure Obligations under Securities Laws 70 Legal Enforcement of State Corporate Law (Fiduciary Duties) 70 Legal Enforcement of Federal Securities Laws 71 Director Indemnification and D&O Insurance 72 Endnotes 75 Chapter 4 Board of Directors: Selection, Compensation, and Removal 79 Market for Directors 79 Active CEOs 82 International Experience 83 Special Expertise 84 Diverse Directors 85 Professional Directors 86 Disclosure Requirements for Director Qualifications 87 Director Recruitment Process 89 Director Compensation 91 Ownership Guidelines 96 Board Evaluation 97 Removal of Directors 99 Endnotes 102 Chapter 5 Board of Directors: Structure and Consequences 107 Board Structure 108 Chairman of the Board 112 Lead Independent Director 116 Outside Directors 119 Board Independence 121 Independent Committees 125 Bankers on the Board 126 Financial Experts on Board 127 Politica
Les mer

Produktdetaljer

ISBN
9780134031569
Publisert
2015
Utgave
2. utgave
Utgiver
Vendor
Pearson FT Press
Vekt
888 gr
Høyde
239 mm
Bredde
189 mm
Dybde
31 mm
Aldersnivå
06, P
Språk
Product language
Engelsk
Format
Product format
Innbundet
Antall sider
464

Forfatter
Larcker, David
Tayan, Brian

Biografisk notat

David Larcker is James Irvin Miller Professor of Accounting at Stanford Graduate School of Business; Director of the Corporate Governance Research Initiative; and Senior Faculty, Arthur and Toni Rembe Rock Center for Corporate Governance. David's research focuses on executive compensation, corporate governance, and managerial accounting. He has published many research papers and is frequently quoted in both the popular and business press. He received his BS and MS in engineering from the University of Missouri-Rolla and his PhD in business from the University of Kansas. He previously was on the faculty of the Kellogg Graduate School of Management at Northwestern University and The Wharton School at the University of Pennsylvania. Professor Larcker presently serves on the Board of Trustees for the Wells Fargo Advantage Funds. Brian Tayan is a member of the Corporate Governance Research Initiative at Stanford Graduate School of Business. He has written broadly on the subject of corporate governance, including studies and other materials on boards of directors, succession planning, executive compensation, financial accounting, and shareholder relations. Previously, Brian worked as a financial analyst at Stanford University's Office of the CEO and as an investment associate at UBS Private Wealth Management. He received his MBA from the Stanford Graduate School of Business and his BA from Princeton University. Additional resources and supporting material for this book are available at: Stanford Graduate School of Business The Corporate Governance Research Initiative www.gsb.stanford.edu/cgri-research

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