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Publisher: RMIT Publishing   (Total: 403 journals)

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Showing 1 - 200 of 403 Journals sorted alphabetically
40 [degrees] South     Full-text available via subscription   (Followers: 2)
Aboriginal and Islander Health Worker J.     Full-text available via subscription   (Followers: 14)
Aboriginal Child at School     Full-text available via subscription   (Followers: 4)
About Performance     Full-text available via subscription   (Followers: 11)
Access     Full-text available via subscription   (Followers: 26)
ACCESS: Critical Perspectives on Communication, Cultural & Policy Studies     Full-text available via subscription   (Followers: 11)
Accounting, Accountability & Performance     Full-text available via subscription   (Followers: 14)
ACORN : The J. of Perioperative Nursing in Australia     Full-text available via subscription   (Followers: 17, SJR: 0.103, h-index: 4)
Adelaide Law Review     Full-text available via subscription   (Followers: 20)
Advocate: Newsletter of the National Tertiary Education Union     Full-text available via subscription   (Followers: 2)
Agenda: A J. of Policy Analysis and Reform     Full-text available via subscription   (Followers: 1)
Agora     Full-text available via subscription   (Followers: 3)
Agricultural Commodities     Full-text available via subscription   (SJR: 0.102, h-index: 8)
Agricultural Science     Full-text available via subscription   (Followers: 5)
AIMA Bulletin     Full-text available via subscription   (Followers: 4)
AJP : The Australian J. of Pharmacy     Full-text available via subscription   (Followers: 9, SJR: 0.102, h-index: 5)
AlterNative: An Intl. J. of Indigenous Peoples     Full-text available via subscription   (Followers: 8)
Analysis     Full-text available via subscription   (Followers: 4)
Ancient History : Resources for Teachers     Full-text available via subscription   (Followers: 1)
Anglican Historical Society J.     Full-text available via subscription   (Followers: 3)
Annals of the Royal Australasian College of Dental Surgeons     Full-text available via subscription   (Followers: 4, SJR: 0.101, h-index: 11)
ANZSLA Commentator, The     Full-text available via subscription   (Followers: 4)
Appita J.: J. of the Technical Association of the Australian and New Zealand Pulp and Paper Industry     Full-text available via subscription   (Followers: 9, SJR: 0.18, h-index: 27)
AQ - Australian Quarterly     Full-text available via subscription   (Followers: 1)
Arena J.     Full-text available via subscription   (Followers: 1)
Around the Globe     Full-text available via subscription   (Followers: 1)
Art + Law     Full-text available via subscription   (Followers: 11)
Art Monthly Australia     Full-text available via subscription   (Followers: 8)
Artefact : the journal of the Archaeological and Anthropological Society of Victoria     Full-text available via subscription   (Followers: 3)
Artlink     Full-text available via subscription   (Followers: 5)
Asia Pacific J. of Clinical Nutrition     Full-text available via subscription   (Followers: 10, SJR: 0.672, h-index: 51)
Asia Pacific J. of Health Management     Full-text available via subscription   (Followers: 2)
Aurora J.     Full-text available via subscription  
Australasian Biotechnology     Full-text available via subscription   (Followers: 1, SJR: 0.1, h-index: 8)
Australasian Catholic Record, The     Full-text available via subscription   (Followers: 7)
Australasian Drama Studies     Full-text available via subscription   (SJR: 0.101, h-index: 2)
Australasian Epidemiologist     Full-text available via subscription  
Australasian Historical Archaeology     Full-text available via subscription   (Followers: 7)
Australasian J. of Early Childhood     Full-text available via subscription   (Followers: 4, SJR: 0.174, h-index: 1)
Australasian J. of Gifted Education     Full-text available via subscription   (Followers: 4, SJR: 0.115, h-index: 3)
Australasian J. of Human Security, The     Full-text available via subscription   (Followers: 3)
Australasian J. of Irish Studies, The     Full-text available via subscription   (Followers: 9)
Australasian J. of Regional Studies, The     Full-text available via subscription   (Followers: 2)
Australasian Law Management J.     Full-text available via subscription   (Followers: 7)
Australasian Leisure Management     Full-text available via subscription   (Followers: 1)
Australasian Musculoskeletal Medicine     Full-text available via subscription   (Followers: 3)
Australasian Music Research     Full-text available via subscription   (Followers: 3)
Australasian Parks and Leisure     Full-text available via subscription   (Followers: 2)
Australasian Plant Conservation: J. of the Australian Network for Plant Conservation     Full-text available via subscription   (Followers: 4)
Australasian Policing     Full-text available via subscription   (Followers: 5)
Australasian Public Libraries and Information Services     Full-text available via subscription   (Followers: 39)
Australasian Review of African Studies, The     Full-text available via subscription   (Followers: 2)
Australian Aboriginal Studies     Full-text available via subscription   (Followers: 9, SJR: 0.109, h-index: 6)
Australian Advanced Aesthetics     Full-text available via subscription   (Followers: 4)
Australian Ageing Agenda     Full-text available via subscription   (Followers: 5)
Australian and Aotearoa New Zealand Psychodrama Association J.     Full-text available via subscription  
Australian and New Zealand Continence J.     Full-text available via subscription   (Followers: 3)
Australian and New Zealand Sports Law J.     Full-text available via subscription   (Followers: 8)
Australian Archaeology     Full-text available via subscription   (Followers: 12, SJR: 0.491, h-index: 15)
Australian Art Education     Full-text available via subscription   (Followers: 6)
Australian Bookseller & Publisher     Full-text available via subscription   (Followers: 1)
Australian Bulletin of Labour     Full-text available via subscription   (Followers: 3)
Australian Canegrower     Full-text available via subscription   (Followers: 2)
Australian Coeliac     Full-text available via subscription   (Followers: 2)
Australian Cottongrower, The     Full-text available via subscription   (Followers: 1)
Australian Educational and Developmental Psychologist, The     Full-text available via subscription   (Followers: 7, SJR: 0.143, h-index: 4)
Australian Family Physician     Full-text available via subscription   (Followers: 3, SJR: 0.364, h-index: 31)
Australian Field Ornithology     Full-text available via subscription   (Followers: 3, SJR: 0.141, h-index: 6)
Australian Forest Grower     Full-text available via subscription   (Followers: 3)
Australian Forestry     Full-text available via subscription   (Followers: 2, SJR: 0.252, h-index: 24)
Australian Grain     Full-text available via subscription   (Followers: 3)
Australian Holstein J.     Full-text available via subscription   (Followers: 1)
Australian Humanist, The     Full-text available via subscription   (Followers: 4)
Australian Indigenous Law Review     Full-text available via subscription   (Followers: 17)
Australian Intl. Law J.     Full-text available via subscription   (Followers: 26)
Australian J. of Acupuncture and Chinese Medicine     Full-text available via subscription   (Followers: 4, SJR: 0.106, h-index: 3)
Australian J. of Adult Learning     Full-text available via subscription   (Followers: 13, SJR: 0.159, h-index: 7)
Australian J. of Advanced Nursing     Full-text available via subscription   (Followers: 11, SJR: 0.225, h-index: 26)
Australian J. of Asian Law     Full-text available via subscription   (Followers: 5)
Australian J. of Cancer Nursing     Full-text available via subscription   (Followers: 10)
Australian J. of Civil Engineering     Full-text available via subscription   (Followers: 4, SJR: 0.17, h-index: 3)
Australian J. of Dyslexia and Learning Difficulties     Full-text available via subscription   (Followers: 8)
Australian J. of Emergency Management     Full-text available via subscription   (Followers: 6, SJR: 0.401, h-index: 18)
Australian J. of French Studies     Full-text available via subscription   (Followers: 7, SJR: 0.1, h-index: 5)
Australian J. of Herbal Medicine     Full-text available via subscription   (Followers: 4, SJR: 0.109, h-index: 7)
Australian J. of Language and Literacy, The     Full-text available via subscription   (Followers: 4, SJR: 0.399, h-index: 9)
Australian J. of Legal History     Full-text available via subscription   (Followers: 18)
Australian J. of Mechanical Engineering     Full-text available via subscription   (Followers: 3, SJR: 0.129, h-index: 4)
Australian J. of Medical Science     Full-text available via subscription   (Followers: 1, SJR: 0.122, h-index: 5)
Australian J. of Multi-Disciplinary Engineering     Full-text available via subscription   (Followers: 2)
Australian J. of Music Education     Full-text available via subscription   (Followers: 3)
Australian J. of Music Therapy     Full-text available via subscription   (Followers: 6)
Australian J. of Parapsychology     Full-text available via subscription   (Followers: 1)
Australian J. of Social Issues     Full-text available via subscription   (Followers: 6, SJR: 0.178, h-index: 20)
Australian J. of Structural Engineering     Full-text available via subscription   (Followers: 6, SJR: 0.296, h-index: 8)
Australian J. of Water Resources     Full-text available via subscription   (Followers: 6, SJR: 0.226, h-index: 9)
Australian J. on Volunteering     Full-text available via subscription   (Followers: 1)
Australian J.ism Review     Full-text available via subscription   (Followers: 7)
Australian Life Scientist     Full-text available via subscription   (Followers: 2, SJR: 0.1, h-index: 2)
Australian Literary Studies     Full-text available via subscription   (Followers: 5, SJR: 0.1, h-index: 6)
Australian Mathematics Teacher, The     Full-text available via subscription   (Followers: 7)
Australian Nursing J. : ANJ     Full-text available via subscription   (Followers: 6)
Australian Orthoptic J.     Full-text available via subscription  
Australian Primary Mathematics Classroom     Full-text available via subscription   (Followers: 2)
Australian Screen Education Online     Full-text available via subscription   (Followers: 2)
Australian Senior Mathematics J.     Full-text available via subscription   (Followers: 1)
Australian Sugarcane     Full-text available via subscription  
Australian TAFE Teacher     Full-text available via subscription   (Followers: 3)
Australian Tax Forum     Full-text available via subscription   (Followers: 2)
Australian Universities' Review, The     Full-text available via subscription   (Followers: 4)
Australian Voice     Full-text available via subscription   (Followers: 4)
Bar News: The J. of the NSW Bar Association     Full-text available via subscription   (Followers: 5)
Bioethics Research Notes     Full-text available via subscription   (Followers: 14)
BOCSAR NSW Alcohol Studies Bulletins     Full-text available via subscription   (Followers: 5)
Bookseller + Publisher Magazine     Full-text available via subscription   (Followers: 5)
Breastfeeding Review     Full-text available via subscription   (Followers: 16, SJR: 0.31, h-index: 19)
British Review of New Zealand Studies     Full-text available via subscription   (Followers: 3)
Brolga: An Australian J. about Dance     Full-text available via subscription   (Followers: 1)
Cancer Forum     Full-text available via subscription   (SJR: 0.143, h-index: 10)
Cardiovascular Medicine in General Practice     Full-text available via subscription   (Followers: 8)
Chain Reaction     Full-text available via subscription  
Childrenz Issues: J. of the Children's Issues Centre     Full-text available via subscription  
Chiropractic J. of Australia     Full-text available via subscription   (SJR: 0.107, h-index: 3)
Chisholm Health Ethics Bulletin     Full-text available via subscription   (Followers: 1)
Church Heritage     Full-text available via subscription   (Followers: 8)
Commercial Law Quarterly: The J. of the Commercial Law Association of Australia     Full-text available via subscription   (Followers: 5)
Communicable Diseases Intelligence Quarterly Report     Full-text available via subscription   (Followers: 2, SJR: 0.567, h-index: 27)
Communication, Politics & Culture     Open Access   (Followers: 13)
Communities, Children and Families Australia     Full-text available via subscription   (Followers: 2)
Connect     Full-text available via subscription   (Followers: 1)
Contemporary PNG Studies     Full-text available via subscription  
Context: J. of Music Research     Full-text available via subscription   (Followers: 8)
Corporate Governance Law Review, The     Full-text available via subscription   (Followers: 7)
Creative Approaches to Research     Full-text available via subscription   (Followers: 11)
Critical Care and Resuscitation     Full-text available via subscription   (Followers: 15, SJR: 1.737, h-index: 24)
Cultural Studies Review     Full-text available via subscription   (Followers: 15)
Culture Scope     Full-text available via subscription   (Followers: 2)
Current Issues in Criminal Justice     Full-text available via subscription   (Followers: 8)
Dance Forum     Full-text available via subscription   (Followers: 2)
DANZ Quarterly: New Zealand Dance     Full-text available via subscription   (Followers: 3)
Day Surgery Australia     Full-text available via subscription   (Followers: 2)
Deakin Law Review     Full-text available via subscription   (Followers: 14)
Developing Practice : The Child, Youth and Family Work J.     Full-text available via subscription   (Followers: 21)
Early Days: J. of the Royal Western Australian Historical Society     Full-text available via subscription  
Early Education     Full-text available via subscription   (Followers: 9)
EarthSong J.: Perspectives in Ecology, Spirituality and Education     Full-text available via subscription   (Followers: 1)
East Asian Archives of Psychiatry     Full-text available via subscription   (Followers: 2, SJR: 0.331, h-index: 7)
Educare News: The National Newspaper for All Non-government Schools     Full-text available via subscription  
Educating Young Children: Learning and Teaching in the Early Childhood Years     Full-text available via subscription   (Followers: 14)
Education in Rural Australia     Full-text available via subscription   (Followers: 1)
Education, Research and Perspectives     Full-text available via subscription   (Followers: 11)
Educational Research J.     Full-text available via subscription   (Followers: 16)
Electronic J. of Radical Organisation Theory     Full-text available via subscription   (Followers: 3)
Employment Relations Record     Full-text available via subscription   (Followers: 2)
English in Aotearoa     Full-text available via subscription   (Followers: 1)
English in Australia     Full-text available via subscription   (Followers: 2, SJR: 0.19, h-index: 6)
Essays in French Literature and Culture     Full-text available via subscription   (Followers: 8)
Ethos: Official Publication of the Law Society of the Australian Capital Territory     Full-text available via subscription   (Followers: 4)
Eureka Street     Full-text available via subscription   (Followers: 4)
Extempore     Full-text available via subscription  
Family Matters     Full-text available via subscription   (Followers: 13, SJR: 0.259, h-index: 8)
Federal Law Review     Full-text available via subscription   (Followers: 22)
Fijian Studies: A J. of Contemporary Fiji     Full-text available via subscription  
Focus on Health Professional Education : A Multi-disciplinary J.     Full-text available via subscription   (Followers: 7)
Food New Zealand     Full-text available via subscription   (Followers: 4)
Fourth World J.     Full-text available via subscription  
Frontline     Full-text available via subscription   (Followers: 19)
Future Times     Full-text available via subscription   (Followers: 1)
Gambling Research: J. of the National Association for Gambling Studies (Australia)     Full-text available via subscription   (Followers: 5)
Gay and Lesbian Law J.     Full-text available via subscription   (Followers: 2)
Gender Impact Assessment     Full-text available via subscription  
Geographical Education     Full-text available via subscription   (Followers: 3)
Geriatric Medicine in General Practice     Full-text available via subscription   (Followers: 7)
Gestalt J. of Australia and New Zealand     Full-text available via subscription   (Followers: 2)
Globe, The     Full-text available via subscription   (Followers: 4)
Government News     Full-text available via subscription   (Followers: 2)
Great Circle: J. of the Australian Association for Maritime History, The     Full-text available via subscription   (Followers: 8)
Grief Matters : The Australian J. of Grief and Bereavement     Full-text available via subscription   (Followers: 11)
He Puna Korero: J. of Maori and Pacific Development     Full-text available via subscription  
Headmark     Full-text available via subscription   (Followers: 1)
Health Inform     Full-text available via subscription  
Health Issues     Full-text available via subscription   (Followers: 2)
Health Promotion J. of Australia : Official J. of Australian Association of Health Promotion Professionals     Full-text available via subscription   (Followers: 10, SJR: 0.606, h-index: 19)
Health Voices     Full-text available via subscription  
Heritage Matters : The Magazine for New Zealanders Restoring, Preserving and Enjoying Our Heritage     Full-text available via subscription   (Followers: 3)
High Court Quarterly Review, The     Full-text available via subscription   (Followers: 3)
History of Economics Review     Full-text available via subscription   (Followers: 10)
HIV Australia     Full-text available via subscription   (Followers: 3)
HLA News     Full-text available via subscription   (Followers: 6)
Hong Kong J. of Emergency Medicine     Full-text available via subscription   (Followers: 2, SJR: 0.173, h-index: 7)
Idiom     Full-text available via subscription   (Followers: 1)
Impact     Full-text available via subscription   (Followers: 1)
InCite     Full-text available via subscription   (Followers: 24)
Indigenous Law Bulletin     Full-text available via subscription   (Followers: 15)
InPsych : The Bulletin of the Australian Psychological Society Ltd     Full-text available via subscription   (Followers: 3)
Inside Film: If     Full-text available via subscription   (Followers: 8)
Institute of Public Affairs Review: A Quarterly Review of Politics and Public Affairs, The     Full-text available via subscription   (Followers: 12)
Instyle     Full-text available via subscription   (Followers: 1)
Intellectual Disability Australasia     Full-text available via subscription   (Followers: 8)
Interaction     Full-text available via subscription   (Followers: 3)

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Journal Cover Corporate Governance Law Review, The
  [7 followers]  Follow
    
   Full-text available via subscription Subscription journal
   ISSN (Print) 1449-9029
   Published by RMIT Publishing Homepage  [403 journals]
  • Volume 3 Issue 2 - The Corporate Rule of Law: Governing Singapore's
           Securities Regulators
    • Abstract: Lee, Yvonne CL
      Governance and corporate governance principles have been a major preoccupation of various corporate players in many jurisdictions. Recent incidents, such as the China Aviation Oil company fiasco and Temasek Holdings' purchase of Thai telecommunications giant Shin Corp, raise specific concerns of accountability, fairness and transparency. This article examines the application of the corporate rule of law to Singapore securities regulators, and proposes various reforms in relation to such regulators.

      PubDate: Wed, 8 Dec 2010 12:23:00 GMT
       
  • Volume 3 Issue 2 - Whistleblower Procedures and Personal Data Protection
           in France
    • Abstract: Baumgartner, Fabrice
      The French companies listed in the United States and US public companies with French operations are forced to make choice between implementing whistle-blower procedures that are not compliant with French law and on the other hand not implementing procedures in France. This would result in non-compliance with US listing standards. Failure to comply with US listing standards results in a delisting proceeding and violations of the Data Protection Law subject a company and individuals to both civil and criminal penalties.

      PubDate: Wed, 8 Dec 2010 12:23:00 GMT
       
  • Volume 3 Issue 2 - Hedge Funds in Corporate Governance and Corporate
           Control
    • Abstract: Kahan, Marcel; Rock, Edward B
      Hedge funds become critical players in both corporate governance and corporate control. Hedge fund activism differs from activism by traditional institutions as it direct significant changes in individual companies, entails higher costs and it is more strategic.

      PubDate: Wed, 8 Dec 2010 12:23:00 GMT
       
  • Volume 3 Issue 2 - The SEC's Rule Changes Regarding CEO Compensation
           Disclosure: Predicted Effects Using the Optimal Contracting and Managerial
           Power Theories
    • Abstract: Smuckler, Jeremy J
      The SEC's new CEO compensation disclosure requirements under the Optimal Contracting and Managerial Power Theories cause compensation agreements to reflect more accurately what the CEO should make given his qualifications and what he brings to the firm. In the Managerial Power Theory perspective, CEO domination of the compensation agreement bargaining process proves to be limited on the other hand under the Optimal Contracting Theory CEO pay may rise or fall.

      PubDate: Wed, 8 Dec 2010 12:23:00 GMT
       
  • Volume 3 Issue 2 - A Comparison of United Kingdom and United States
           Approaches to Board Structure
    • Abstract: Garrett, Allison Dabbs
      The approaches to corporate governance and its effect on the structure of boards of directors in the United Kingdom and United States are examined. The history of governance activities in the UK and US is reviewed and the effects of the varying approaches on the roles of the chairman, outside directors and board committees are analysed.

      PubDate: Wed, 8 Dec 2010 12:23:00 GMT
       
  • Volume 3 Issue 1 - Responding to Concentrated Ownership - the
           Related-party Transaction Provisions of Some Asian Countries
    • Abstract: Mohd Sulaiman, Aiman Nariman
      The evidence of concentrated ownership in East Asian countries and the implication that, due to this, there is higher potential of expropriation of minority shareholders' interests provides a basis for discussion in relation to the regulation adopted to minimise transfer of wealth from the company to majority or controlling shareholders. The focus of discussion here is whether the impact of concentrated ownership in corporate governance is recognised by some Asian countries. It is found that the impact of concentrated ownership is recognised by all the Asian countries under review. This recognition is reflected in the existence of rules of the Stock Exchanges that are intended to minimize expropriation of minority shareholders' interests. Nonetheless, not all Asian countries have given recognition to the impact of concentrated ownership in their company legislation.

      PubDate: Wed, 8 Dec 2010 12:23:00 GMT
       
  • Volume 3 Issue 1 - The Oppression Remedy in Malaysia - a Critique on the
           Reform Proposal
    • Abstract: Salim, Mohammad Rizal
      The oppression remedy is the most important legal protection for minority shareholders in Malaysia and government is proposing reforms to this remedy. This updating of the law is a move in the right direction however in the long term a more drastic solution is needed which can guide all interested parties by providing a clear statement of the law.

      PubDate: Wed, 8 Dec 2010 12:23:00 GMT
       
  • Volume 3 Issue 1 - Controlling Shareholders and Corporate Governance in
           Malaysia: Would the Self-enforcing Model Protect Minority
           Shareholders'
    • Abstract: Rachagan, Shanty
      This article examines the need to improve corporate governance and investor protection in Malaysia. The article will also explain the self-enforcing model that was introduced by Black and Kraakman, and evaluate if that is the solution for better corporate governance and protection of minority shareholders in Malaysia.

      PubDate: Wed, 8 Dec 2010 12:23:00 GMT
       
  • Volume 2 Issue 3 - Backdating Options and Why Executive Compensation is
           Not All about Norms
    • Abstract: Manne, Geoffrey; Wright, Joshua D
      Matt Bodie revealed in a post on the blog site PrawfsBlawg that though backdating options is not a matter of concern, it is found to be misguided. Bodie believes that executive compensation is all about norms but it ignores the role of competition in determining executive pay and ignores the possibility that the prevalence of option backdating in compensation packages might be evidence that these terms are an efficient component of executive compensation.

      PubDate: Wed, 8 Dec 2010 12:23:00 GMT
       
  • Volume 2 Issue 3 - Direct Shareholder Democracy: Reflections on Professor
           Lucian Bebchuk
    • Abstract: Backer, Larry Cata
      Lucian Bebchuk, a professor of law, economics and finance and director of the program on corporate governance at Harvard Law School acclaimed the action by U. S. Securities and Exchange Commission to increase the disclosure requirements for executive compensation in companies, whose securities are traded in the securities markets under American jurisdictions. Bebchuk who has for long advanced his position in favour of greater shareholder direct democracy in corporate governance believes that power to the investor is good and information is a good way to vest such power in investors.

      PubDate: Wed, 8 Dec 2010 12:23:00 GMT
       
  • Volume 2 Issue 3 - Finding Sustainable Profitability: The U.S. Financial
           Services Industry's Pursuit of Corporate Social Responsibility
    • Abstract: Li, Hanson Hu
      With the waves of corporate scandals in corporate America in recent years, perhaps it is not surprising that corporate social responsibility (CSR) has become such a buzzword in the corporate world. Over the years, the term CSR has grown to encompass an increasingly wider array of activities, including corporate philanthropy, internal governance, environmental protection, business ethics, transparency, labour standard, human rights, diversity in employment, in addition to community involvement. In the mean time, more companies than ever before are or claim to be engaged in some efforts to define CSR, and integrate it into their business. Their experiences have been bolstered at least in part by what they perceive as a growing body of evidence of CSR's positive impact on corporate financial performance. Despite, or rather on account of, the concept's increasing popularity, however, there appears to be no single, universally accepted definition of CSR. Conversely, even with the considerably widened CSR spectrum, conventional wisdom still tends to limit the scope of CSR mainly to certain "smokestack industries" -- such as energy, natural resources, and manufacturing - which have traditionally been regarded as the major causes of environmental and ethical concerns. From the conventional point of view, the financial services sector would at first sight appear to be far removed from the CSR spotlight. Yet, as important intermediaries of capital flows in the society, banks and other financial institutions conceivably should have a crucial role to play in supporting sustainability initiatives: Through underwriting, leasing, and long-term lending activities, not only do financial institutions provide the means to other industries, they also reform the way other industries conduct their businesses. This note describes several major drivers of CSR as it is gradually emerging in the financial services sector in the United States. The focus of this note is on issues of sustained competitiveness, profitability, environmental responsibilities, and reputational risk management. As such, this note examines the financial services sector's motivations for integrating socially responsible practices into their services, product and operations. This note points out that in the financial institutions' pursuit of sustainable competitive advantages, and outstanding financial returns, there is a clear need for broader acceptance of CSR into the corporate strategy. This note then postulates that there are important ways in which the financial sector's social responsibility can be made strategic on the path to "sustainable profitability".

      PubDate: Wed, 8 Dec 2010 12:23:00 GMT
       
  • Volume 2 Issue 3 - Corporate Governance in China: From the Protection of
           Minority Shareholders Perspective
    • Abstract: Qiu, Jin-ian
      Corporate governance, mainly of public companies, has generated lively debate by scholars in law, law and economics, management, sociology, and political economy from various angles respectively in the past two decades. Traditionally, the debate of corporate governance is based on the assumption of the separation of ownership and control in modern public companies with diffuse ownership, identified by Berle and Means in their classical work. However, the proposition of ownership structure and the approaches to corporate governance have been challenged by recent research. Massive empirical surveys have been conducted in relation to the ownership structure of publicly quoted companies, around the world, not limited to the US. Empirical evidence has shown that ownership is dispersed in the UK and US and, however, concentrated in the hands of banks, the state, or family-controlled companies in most other countries, as opposed to the Berle and Means modern company with dispersed ownership. The Berle and Means modern company with diffuse ownership has been further challenged by the rise of institutional ownership since the 1990's in the US, UK, and Australia. The corporate governance systems can be distinguished pursuant to the ownership structure, control, and identity of controlling shareholders. In China, although the state promotes the ideas of a shareholding system and corporatization, it still retains a large portion of state-owned shares in listed companies constructed from former State-Owned Enterprises (referred to as "SOEs"). The ownership structure of Chinese listed companies is highly concentrated in the hands of the state, directly or indirectly. This will lead to expropriation of minority shareholders by controlling shareholders. This article intends to explore the issue of corporate governance in Chinese listed companies from the perspective of both expropriation of minority shareholders by controlling shareholders and the protection of minority shareholders.

      PubDate: Wed, 8 Dec 2010 12:23:00 GMT
       
  • Volume 2 Issue 3 - Directing China's Top 100 Listed Companies: Corporate
           Governance in an Emerging Market Economy
    • Abstract: Andrews, Neil; Tomasic, Roman
      This paper reports on an empirical study of directors' roles in corporate governance in Chinese listed companies drawing data derived from 108 intensive face-to-face interviews in nine Chinese cities with company officers from the Fortune magazine top 100 Chinese listed companies list and outside corporate accountants, lawyers and regulators. It maps the role of the chairperson of the board of directors, the general manager, other executive directors and independent directors in enhancing corporate governance. They face significant challenges in implementing internal corporate governance standards. Their autonomy is affected by external pressures from controlling state shareholders and the dominant role of chairpersons appointed by them. Wider economic and political considerations have limited directors ' independence. The paper maps the differential contributions made by chairpersons, managing directors and independent and executive directors. The role of the enterprise's Communist Party Committee is often decisive especially in senior appointments and strategic development in these top 100 companies.

      PubDate: Wed, 8 Dec 2010 12:23:00 GMT
       
  • Volume 2 Issue 2 - Re-thinking Securities Regulation: A Comparative Study
           of ASX, NYSE, and SGX
    • Abstract: Sheehy, Benedict
      This article approaches the issue of securities regulation starting with an examination of the nature and role of markets and financial markets. It next outlines the various arguments for and against regulation, and then looks at approaches taken by markets and their regulators. The approaches are government regulation, self-regulation and co-regulation, and the structural changes via demutualization and corporate governance. With this background, it turns to examine how these approaches have played out in the markets themselves. The article surveys the regulatory aspects of the ASX, NYSE and the SGX, and reviews the regulatory and financial performance of the markets. It concludes that the transitioning occurring in markets is not yet complete, and that there remains considerable research to be done.

      PubDate: Wed, 8 Dec 2010 12:23:00 GMT
       
  • Volume 2 Issue 2 - The UN Global Compact for Responsible Corporate
           Citizenship: Is It Still Too Compact to Be Global'
    • Abstract: Deva, Surya
      The conduct of corporations and the responsibilities that they do or should have towards society has been one of the most contentious issues discussed during the last decade of the 20th century. If first six years are any indication, then the 21st century should not be any different, especially because corporations also receive the wrath of anti-globalisation and anti-WTO movements

      PubDate: Wed, 8 Dec 2010 12:23:00 GMT
       
  • Volume 2 Issue 2 - Can One Set of Rules Fit All': Mandating Corporate
           Behaviour
    • Abstract: Dallas, George S; Scott, Hal S
      PubDate: Wed, 8 Dec 2010 12:23:00 GMT
       
  • Volume 2 Issue 1 - Mittal Steel and Corporate Governance: The New Art of
           Empire Building
    • Abstract: Clarke, Andrew D
      This paper examines the growing importance of corporate governance as a weapon in international hostile takeovers. It is variously used as a public relations too, legal device, and as a focus for shareholders considering swapping allegiances to new boards. Whilst the recent international literature has focused on the convergence, or persistence, of national models, the current machinations played out by Mittal Steel's bid for the European behemoth, Arcelor effectively leapfrog these arguments, and produce truly international dimensions for corporate governance, as it plays out in the heat of battle. The resort to corporate governance, as an internationally recognized source of business ethics, with its own currency and validity, marks new ground in the internationalizing of governance concerns for global firms. This paper recounts these issues through the prism of the Mittal deal, and makes some observations about how, in a post-modern and global environment, these effects are likely to evolve in the next decade.

      PubDate: Wed, 8 Dec 2010 12:23:00 GMT
       
  • Volume 2 Issue 1 - Sarbanes-Okley: Legislating in Haste, Repenting in
           Leisure
    • Abstract: Bainbridge, Stephen M
      This essay was prepared for presentation as a lecture to the Hoover Institution. In it, the main focus remains on three areas in which the Public Company Accounting Reform and Investor Protection Act, popularly known as the Sarbanes-Oxley Act (SOX), has proven especially problematic. First, the legal ethics rules added to the Act at the last minute have proven incapable of dealing with the incentives that condition lawyers to turn a blind eye to client misconduct. Second, the structure Congress chose for the Public Company Accounting Oversight Board (PCAOB), the accounting oversight board created by SOX, turns out to have serious constitutional defects. Finally, and most importantly, corporate compliance costs have gone up far more than anyone anticipated and are staying up for longer than even Cassandra might have predicted. Worse, yet these costs disproportionately impact smaller public corporations, which are important engine of economic growth. Taken together, these three areas of concern highlight why Congress should think twice before trying instant legislation in the future.

      PubDate: Wed, 8 Dec 2010 12:23:00 GMT
       
  • Volume 2 Issue 1 - Reflections on the Regulation of Contemporary Corporate
           Governance
    • Abstract: McConvill, James A
      In this article, the author considers the recent shift towards a formal corporate governance regulatory framework, and reflects on the future direction of regulation. The author explores the potential for corporate norms to be the ultimate source of corporate governance regulation. It is argued that empirical data on the formal governance measures introduced recently through the Sarbanes-Oxley Act of 2002 ("Sarbanes-Oxley" or "SOX") supports the contention that norms are overall more effective than formal rules in regulating corporate governance. Energy should be directed at developing, nurturing and promoting positive norms inside the corporation, rather than automatically jumping on the formal regulation bandwagon.

      PubDate: Wed, 8 Dec 2010 12:23:00 GMT
       
  • Volume 1 Issue 4 - Understanding and Resolving Crisis-generated Corporate
           Governance Reform
    • Abstract: Clark, Robert
      This paper seeks to draw a lesson for designing major reforms of corporate governance in the future. It recalls the key events leading to the recent seismic shift in corporate governance policies applicable to American public corporations, and identifies the four sources of policy changes - the Sarbanes-Oxley Act, new listing requirements, governance raring agencies, and tougher judicial opinions (notably in Delaware) about perennial corporate governance issues. It presents a synthetic overview of the numerous reforms, which at the most general level aim to fix the audit process, increase board independence, and improve disclosure and transparency. It pauses to identify the vast territory of unchanged corporate governance rules that are still left to state law, and then examines some of the empirical studies that bear on whether the governance reforms can be confidently predicted to have strong positive results for investors. The exercise suggests an irony: Studies about the impacts of the most costly reforms, those concerning audit practices and board independence, are fairly inconclusive or negative, while studies about proposals for shareholder empowerment and reduction of managerial entrenchment indicate that changes in these areas - which in general are only atmospherically supported by the SOX-related changes - could have significant positive impacts. Admittedly, the general evidence for mandatory disclosure does suggest that the new round of enhanced disclosures, which are only moderately costly, will have good effects. The concluding section presents and explains a new approach for the next crisis-generated reform movement. It is based on the notion that bandwagons are unavoidable, but their motivating impact can be leveraged and their bad effects alleviated by good statutory design. In particular, legal reforms in the arm of corporate governance should have bite but should also be explicitly structured to authorize and mandate (1) serious empirical study of the effects of particular regularly changes (or existing rules), (2) periodic reassessment of regulations in light of such evidence (while also considering experience and analytical arguments, of course), and (3) explicit decisions to reaffirm or alter regulations in light of these reassessments.

      PubDate: Wed, 8 Dec 2010 12:23:00 GMT
       
  • Volume 1 Issue 4 - Continuous Disclosure and the Harmonisation of
           International Securities Disclosure Regimes
    • Abstract: Heggen, Campbell
      This paper considers the issue of whether the harmonization of global ongoing securities disclosure rules is feasible in light of current legislative regimes. It investigates the varied standards of developed countries, including Australia, NZ, USA, Canada, UK, Hong Kong and the European Union, to determine a model that appropriately balances regulatory burden with benefits obtained from increased disclosure. While conceptions of international standards are frequently advanced, many "best practice" models are often overdrawn and can be overly burdensome for developing countries. It is suggested that, for legal development to be effective, authorities should first take account of the intended purpose of the regulations, and then consider how they may be achieved within localised conditions.

      PubDate: Wed, 8 Dec 2010 12:23:00 GMT
       
  • Volume 1 Issue 4 - Human Rights and Corporate Social Responsibility: An
           Australian Perspective
    • Abstract: Lynch, Philip
      Corporations have the potential and capacity to, on the one hand, contribute significantly to, and on the other hand, derogate significantly from. human rights in local, regional, national and even international communities and environments. Despite this, current legislative and policy frame- works in Australia do not promote, and in some instances, constitute obstacles to, corporate social responsibility. A range of initiatives based on the CN Norms on the Responsibilities of Transnational Corporations and Other Business Enterprises with Regard to Human Rights, including in relation to directors duties, reporting and disclosure requirements, government procurement, market indices and certification programs are needed to ensure that corporations consider and act in accordance with the interests, values and rights not only of shareholders but also stakeholders and the broader community.

      PubDate: Wed, 8 Dec 2010 12:23:00 GMT
       
  • Volume 1 Issue 3 - The Dynamics of Gatekeepers, Corporate Culture and
           Whistle Blowers
    • Abstract: Mavrommati, Sandy
      The article is inspired by the recent corporate meltdowns in the US and Europe- Enron, WorldCom and Parmalat- which increased dramatically the already heated debate on corporate governance related issues. While these corporate scandals were widely analysed from several different perspectives, in this article, I touch upon a special dimension of the problem. In essence, I highlight the importance -and failure- of Gatekeepers as the reputational intermediaries that are responsible to monitor and report any corporate wrong- doings. Supplementary to the gatekeepers failure, I argue that the intrinsically rotten corporate culture had its stake for the generation of corporate wrongdoings. The aim of the paper is not, however, to solely analyse the peculiar disjuncture between the substantive role of gatekeepers, vis-a-vis their failure and the sources of the failure of Enron and Parmalat. Rather, the objective is to review and evaluate the current work of gatekeepers and the importance of solid corporate culture on their own terms. Yet, recourse to these corporate scandals is given to the extent that they provide the political dynamics that produced these malfunctions. Instead of conclusion, I put forward alternative solutions to silence, in order to create incentives and the necessary protection structures for whistle blowing, as they should be envisaged in legal documents.

      PubDate: Wed, 8 Dec 2010 12:23:00 GMT
       
  • Volume 1 Issue 3 - Self-governance German-style: Comply or Explain...But,
           If You Explain We will Make You Comply
    • Abstract: Wolff, Lutz-Christian
      The German corporate governance system had traditionally relied on mandatory statutory rules. However, elements of self-governance have been introduced in recent years. With the enactment of the Law Regarding the Disclosure of Management Board Members Remuneration it is now intended to force listed stock corporations to disclose individualized details regarding the earnings of their Management Board members. The power to decide whether to disclose these details or not had previously been delegated expressly to stock corporations under the 'comply or explain-mechanism' of the German Corporate Governance Code. Making the disclosure now mandatory because most corporations had opted not to disclose the relevant numbers reinforces the suspicion that the German Corporate Governance Code was never meant to function as a real instrument of self-governance.

      PubDate: Wed, 8 Dec 2010 12:23:00 GMT
       
  • Volume 1 Issue 3 - Japanese Corporate Governance for Employees: New
           Architecture for Persistent Practices'
    • Abstract: Clarke, Andrew D
      Does the model of corporate governance that a nation adopts have fundamental economic and social outcomes' Does it, for example, affect notions as basic as competitive advantage or social harmony' Japan has been an incubator for observing these types of phenomena. It is a modern, Western economy; a member of the G8 and the world's second largest economy with a GDP in 2002 of nearly four trillion dollars (which was 40% as large as the US and more than twice as large as Germany, the world's third largest economy.) At the same time, it has lurched through a prolonged recession for most of the 1990s and the early years of the new Millenium. During this period it has reinvented its financial and banking systems and opened its markets to greater trade liberalization. It has, in so doing, embraced some of the key drivers of globalization, and yet, there are signs that its national system of corporate governance has proved remarkably resilient. What can the lessons from Japan teach us about national systems and their inherent hallmark and qualities' Are national systems of corporate governance more durable than globalizing effects would have us believe' Is Japan's stakeholder model of governance particularly immune from US-Anglo shareholder governance' This paper examines the above issues through the historical prism of Japanese corporate governance development and, in particular, the provision made by Japanese corporate governance for employees. How irreducible is a nation's corporate governance' This ultimately pits legal, surface changes against deeper underlying cultural forces.

      PubDate: Wed, 8 Dec 2010 12:23:00 GMT
       
  • Volume 1 Issue 2 - Socially and Environmentally Responsible Business
           Practices: An Australian Perspective
    • Abstract: Alcock, Richard; Conde, Caspar
      The debate about how best to align companies interests with those of the community is alive and well in Australia. This article considers current business practices in Australia, both required at law and adopted voluntarily, which are socially and environmentally responsible. It argues against further legislative reform in the area, in particular against any reform aimed at broadening directors' duties to include socially and environmentally responsible business practices. The article argues companies and their directors already have a number of incentives to align their behaviour with community standards, and as such further legislative action is unnecessary.

      PubDate: Wed, 8 Dec 2010 12:23:00 GMT
       
  • Volume 1 Issue 2 - Duty of Care, Skill and Diligence: A Survey on
           Non-executive Directors in Public Listed Companies in Malaysia
    • Abstract: Sulaiman, Aiman Nariman Mohd; Jusoh, Wan Jamaliah Wan
      The present research is an empirical study which intends to ascertain the understanding of Malaysian non-executive directors in relation to their existing duty of care, skill and diligence in managing company affairs. As non-executive directors are a major corporate governance tool to "check and balance" the executive directors' control over the companies, their understanding of their duty of care, skill and diligence obviously has an impact on the performance of their role. The development in other commonwealth countries on the modem formulation of the duty of care, skill and diligence that reject Re City Equitable is not reflected in Malaysia. The survey would be able to gauge whether non-executive directors in Malaysia are aware of the modern approach of the duty of care, skill and diligence. The survey findings indicated that non-executive directors are ready for an increase in the standard to reflect the modern approach.

      PubDate: Wed, 8 Dec 2010 12:23:00 GMT
       
  • Volume 1 Issue 2 - International Harmonization of Disclosure Rules for
           Cross-border Securities Offerings: A Chinese Perspective
    • Abstract: Lu, Bingbin
      This article discusses disclosure rules that must be followed by a company undertaking an equity offering in a world of interacting securities markets, in light of theoretical predictions and empirical data. It aims at making a contribution by providing a brief survey and analysis of the relevant issues. Several new study methodologies are applied in this article. To understand the securities market, this article agrees that the question should be analyzed in terms of the broadly accepted principles of modern financial economics, as most of the previous literatures did. Then, this article will go beyond economic theory and make a particular analysis from a perspective of international law. This article examines the internationalization of the securities marker in a larger environment-globalization. Comparison between the international securities market and other comparatively more harmonized areas may make some sense. Most of the existing literature was written by scholars from developed countries especially the United States, while this article would like to stand on the developing country's point of view, taking China as an example for exploration. China is the central reference case in this article. The robust debate over recent years concerning the evolution and best-model regulation of securities markets has largely ignored the important case of China. The Chinese stock market deserves international attention since China is different from any western country, even its East Asian neighboring countries. Therefore China's case provides us with an opportunity to view the international harmonization efforts towards disclosure rules for cross-border securities offerings from a different perspective. This article focuses on China here as an example of a country with an emerging market and different culture in the interacting world of securities markets. This article tries to search for an optimal regulatory approach for regulating cross-border securities offerings. After theoretically comparing the different disclosure regulatory approaches, the article addresses efforts that have been made to regulate or standardize the world's markets on a regional and international level. Then, this article explores where we should go next in the quest for creating more effective harmony in a truly globalized marketplace. It does not advocate one arguably extreme arrangement for this issue, but it believes there must be one good arrangement. This article searches for a level playing field, arguing theoretically, that harmonization rules should aim at providing an appropriate level of competition, that is, a more balanced approach to the regulatory system. This proposition for a balanced approach is well supported by the specific case of the Chinese securities market. In practice, such a balanced approach can be well achieved by improving the International Disclosure Standards and reforming the IOSCO. Further, this article urges the IOSCO to conduct a corporate governance impact assessment and a cultural impact assessment for the international harmonization programs, with due regard to countries with emerging markets. Based on such assessments, some issuer's jurisdiction related accommodations may be explicitly referred to and listed in the International Disclosure Standards. The IOSCO and its harmonization programs should not ignore the impact from international diversity.

      PubDate: Wed, 8 Dec 2010 12:23:00 GMT
       
  • Volume 1 Issue 1 - Removal of Directors in Australia: An Exploration of
           the Contemporary Corporate Law and Governance Issues
    • Abstract: McConvill, James
      Increasing attention is being given to the legal and governance issues relating to the removal of directors in Australian public companies. This has been due mainly to the difficulties experienced by the board of National Australia Bank in attempting to remove one of its fellow directors, and the subsequent development of public companies entering into so-called 'prenuptial agreements' with new directors, requiring that the director 'resign ' if the board pass a vote of no-confidence in the director. In this article, the author revisits the area of director removal in Australian public companies for two reasons. The first reason, which covers the majority of the article, is to engage in a detailed analysis of whether the pre-nuptial agreements which some public companies have indicated that they support using to remove directors, are in fact enforceable under Australia's Corporations Act The second reason is to outline a law reform proposal to enable public companies to remove directors without requiring the vote of shareholders at a general meeting. The proposal involves providing Australia's corporate regulator, the Australian Securities and Investments Commission (ASIC) with the power to grant relief from the statutory removal provisions to public companies, but in a way which balances the competing objectives of commercial efficiency and shareholder participation and, very importantly, encourages good corporate governance practices by companies in relation to the performance assessment of directors.

      PubDate: Wed, 8 Dec 2010 12:23:00 GMT
       
  • Volume 1 Issue 1 - Conflicts of Interest of Supervisory Board Members in a
           German Stock Corporation and their Independence
    • Abstract: Saenger, Ingo
      The pluralistic concept of a German Stock Corporation necessitates independence of supervisory board members to safeguard the fulfilment of their supervisory and advisory functions. This article investigates the most important areas where conflicts of interest might occur. It also explores if and to what extent remuneration can be deemed as an economically suitable and legally admissible concept to solve problems arising from diverging interests. The article closes with some remarks concerning the European Com- mission k recommendation on the independence of supervisory board members and a view of future developments. It is broadened and enriched by comparative insights.

      PubDate: Wed, 8 Dec 2010 12:23:00 GMT
       
  • Volume 1 Issue 1 - Adoption of the Disclosure-based Regulation for
           Investor Protection in the Primary Share Market in Bangladesh: Putting the
           Cart before the Horse
    • Abstract: Solaiman, SM
      The Bangladesh securities market, despite ifs operation of half of a century, remains in embryonic form. The market has been suffering from a chronic lack of investor confidence since 1997 following an unprecedented share scam. Ever since, the government has been striving in vain to promote investment by progressively offering incentives to investors and corporations. 71re government watchdog unexpectedly introduced the Disclosure-Based Regulation (DBR) in January 1999 to protect investors from the misfeasance of other players in the market for Initial Public Offerings. Recent studies have identified some problems in the market, which are unfavourable for the new regime. In such a situation, the governmental incentives to induce market participants and adopting the DBR to restore public confidence in the moribund securities market appear to be like using "ointment on an infection which urgently needs antibiotic injections". This article intends to argue upon critical analysis of the regime that importing the disclosure philosophy from the developed markets without attaining the pre-requisites for its usefulness is an arrangement like 'puffing the cart before the horse".

      PubDate: Wed, 8 Dec 2010 12:23:00 GMT
       
  • Volume 1 Issue 1 - Beyond Compliance: Promoting Ethical Conduct by
           Directors and Corporations
    • Abstract: Mescher, Barbara; Howieson, Bryan
      This article examines the relationship between legal and moral perspectives of directors behaviour and corporate governance and explores how these different perspectives might infirm the debate for the reform of these matters. There are three key issues that we focus upon: (1) an analysis of the present law concerning directors duties to determine factors contributing to present unethical conduct. It is argued that narrow parameters are given for directors duties and we discuss their broadening in order to meet community expectations and to incorporate ethics; (2) an examination of measures to create directors who are reflective, with ethical values, and who engage in a process that gives any significant board decision an ethical perspective; and (3) a discussion of methods to assist directors to make ethical decisions. One way is to create the profession of company director with its own skills and education to cover skills such as ethics and leadership.

      PubDate: Wed, 8 Dec 2010 12:23:00 GMT
       
  • Volume 1 Issue 1 - Corporate Governance: An Oversold Elitist Idea of No
           lnterest To or For the Central European Transitory Economies'
    • Abstract: Tajti, Tibor
      This paper is an attempt to draw the attention of international corporate governance scholarship to the neglected emerging markets of Central and Eastern Europe, which are not just capable of enriching the treasury boxes of corporate governance with unique experiences but which are also in need of assistance in creating a growth-boosting corporate governance culture. To back up these contentions and to break the path to corporate governance in the region a selected number of examples is discussed and tentatively put into the framework of modern corporate governance. The examples come from two neighboring countries of the region, which notwithstanding of their geographic proximity are to be placed - according to most criteria - on the opposite ends of the pendulum, as while Hungary has already become a Member State of the European Union and is well ahead in creating a functioning market economy, Serbia has only recently set the transitory ball into rolling. Yet they seem to share at least partly a common problem: in neither of them does corporate governance enjoy the eminence if should: especially with regard to its potential growth-fostering effect. The examples discussed also prove that a substantial number of gaps, inconsistencies and dilemmas plaguing or preventing efficient corporate governance exist. All the blank spots or pathological phenomena are potential agenda items for a corporate governance program devoted to the region. The empirical evidence - many of which was simply left out from the few available documents devoted to this specific corner of contemporary world - serve also the end to show that the way companies are run in the region cannot be understood without paying equal attention to all the formants of corporate governance including the legal, economical, social and political environment. In particular special attention should be given to pathological phenomena that have emerged due to imbedded legacies from the - in the case of the region - socialist past. The idea is to show that it does make sense to discuss the applicability of the ideas of Berle & Means in the context of transitory countries. Or that it is both possible and profitable to work out a map of known local governance patterns and to allow these countries to learn from western experiences. In sum, this paper wishes to highlight that corporate governance could, on one hand, gain a lot from focusing more an these countries, and on the other hand, it could also contribute to their efforts aimed at building up of a working market economy by the mechanisms of corporate governance.

      PubDate: Wed, 8 Dec 2010 12:23:00 GMT
       
  • Volume 1 Issue 1 - The Inevitable Instability of American Corporate
           Governance
    • Abstract: Roe, Mark J
      American corporate governance faces two core instabilities. The first is the separation of ownership from control-distant and diffuse stockholders own, while concentrated management controls-a separation that creates not only great efficiencies but also big recurring breakdowns. In every decade since World War II, we've faced a fundamental large firm problem. Each emanated from this fundamental instability. We will not stabilize, once and for all, this instability because some firm of separation is necessary for large firms, because it provides large efficiencies, and because once we resolve one derivative problem, another will in time arise. The Enron-type scandals are just the latest manifestation of the core fissure in the large American public firm. The second instability arises from our decentralized and porous regulatory system. Decentralization has key advantages-such as flexibility, specialization, and multiple informational channels-but with the advantages come costs in porosity. Our decentralized regulatory system leaves each regulator with weaknesses. Most importantly, they are not fully independent from the regulated. The regulated entities often deter the incompletely independent regulator from acting. The regulated can induce political authorities to deny the regulator enough power to act, they can get Congress to cut the regulator's finding, they can fight the potential regulations in courts and Congress, and they can weaken the quality of the regulation that they face. The Enron-class scandals illustrate this regulatory instability of American corporate governance well. Thus one structural response to the first fissure-separation and managers without immediate bosses- would be to facilitate gatekeeping, via strong boards that check managers, via strong shareholders with the motivation to channel managers toward profitability, via powerfully independent, professionally-driven accountants who verify managers "report card," and so on. Some of these gate- keeping functions arise from contract, best practice, and the natural path of the market. Many are facilitated by regulation, but here the regulated-often managers themselves-can affect the regulatory outcome, often weakening if. Some regulation that does occur arises when public outrage is sufficiently high that the regulation is more brittle and less supple than would be ideal. Neither of these instabilities can be solved once and for all, so that we can put it behind us. Instead, we resolve the local and immediate problem, move on, and in time face a new problem emanating from one or both of these core instabilities. We muddle through; we don 't solve, because we can't.

      PubDate: Wed, 8 Dec 2010 12:23:00 GMT
       
 
 
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