International Corporate Governance

Edited by Christine A. Mallin, Professorial Fellow, Norwich Business School, University of East Anglia, UK and Honorary Professor, Lee Shau Kee School of Business and Administration, The Open University of Hong Kong, Hong Kong SAR

'This compilation serves a particularly useful purpose by presenting a full range of fascinating case studies. The editor thus enables each reader to assimilate the particulars in his own parlance, thus avoiding the almost insoluble problem of international corporate governance - namely that each country uses the same words, but with utterly different meanings. Obviously, this problem has inhibited constructive conversation. After digesting these case studies, one is encouraged to derive certain generalized conclusions, among which are - no matter what the terminology, the integrity of publicly traded securities depends on transparency and enforceable accountability of manager to owner.'

• ContentsInternational Corporate Governance: Introduction and OverviewChristine A. MallinPART 1CORPORATE GOVERNANCE IN EUROPE1. Royal Dutch Shell: The Overbooking of ReservesBernard Taylor2. Standard Life: A Study of One of the UK’s Oldest Institutional InvestorsChristine A. Mallin3. Strong Blockholders and Corporate Governance Structures that Improve Minority Shareholders’ Protection: The Case of Telecom ItaliaAndrea Melis4. Indra: The History of a Successful PrivatizationSilvia Gómez Ansón and Jaime Bonet Madurga5. Managerial Reasoning in Takeover Battles: The Case of Sanofi-Synthélabo and AventisAxel v. Werder and Till TalaulicarPART 2CORPORATE GOVERNANCE IN CENTRAL AND EASTERN EUROPEAN COUNTRIES6. The Northern Russia Electric Company Case: To Whom is the Director-General Accountable: The Company, the Board of Directors or the Controlling Shareholder?James Gillies7. Polish Supervisory Boards in Practice – A Few SnapshotsIzabela KoladkiewiczPART 3CORPORATE GOVERNANCE IN SOUTH EAST ASIA8. Corporate Governance in Singapore: A Case StudyMartin J. Conyon9. The Rise and Fall of China’s Corporate Dragon: Kelon and its Old and New OwnersGuy S. Liu and Pei Sun10. Will the Japanese Corporate Governance System Survive? Challenges of Toyota and SonyMegumi Suto and Motomi HashimotoPART 4CORPORATE GOVERNANCE: ADDITIONAL DIMENSIONS11. v-NET: A Case of Family Owned ConglomeratesMelsa Ararat, Burcu Sener and Esin Taboglu12. The Structure and Governance of Eskom – A Case StudyReuel J. Khoza and Mohamed AdamIndex