Corporations, Globalisation and the Law series – serie

The effects of globalisation, together with the increase in foreign investment and resource development within the developing world, have created a context for human rights abuses by States in which transnational corporations are complicit. This timely book considers how these 'governance gaps', as identified by Professor John Ruggie, may be closed. Simon Baughen examines the status of corporations under international law, the civil liability of corporations for their participation in international crimes and self-regulation through voluntary codes of conduct, such as the 2011 UN Guiding Principles.The book includes in-depth analysis of the key legal issues and examines a variety of scenarios including: the Alien Tort Statute litigation against transnational corporations (TNCs) in the US; the use of customary international law as a cause of action in jurisdictions outside the US; and tort litigation against TNCs in the US and UK. The author evaluates how governance gaps may be closed, building on a critical analysis of the place of home States, host States and TNCs under international law and of the UN Guiding Principles and other 'soft law' initiatives.This book will be essential reading for postgraduate students and academics in human rights and corporate governance. It will also provide comprehensive insights for practitioners in NGO.

The financial crisis revealed failings at board level at many financial institutions. But despite calls for bank boards to be held to account, there has been a remarkable paucity of litigation against bank directors for breach of their duties. This book assesses whether the law relating to directors duties and shareholder litigation has contributed to this, taking into account the changes to both that were introduced by the Companies Act 2006.With contributions from leading academics and practitioners, the book examines the director's duty of care and skill, the s.172 duty, reporting obligations under s.417 of the Companies Act 2006, and shareholder litigation including the derivative action and just and equitable winding up. It concludes that neither the common law nor the statutory duties and derivative action under the Companies Act 2006 function effectively to hold directors to account and analyses why this is so.This detailed book will appeal to academics in company law and corporate governance as well as commercial law practitioners particularly those who specialize in company litigation.Contributors include: F. Akinbami, A. Campbell, R. Hollington, A. Keay, R. Tomasic, C. Villiers

This timely book examines how international legal regimes interact to govern corporate sustainability and how this interaction may enable harmful corporate conduct. With a focus on human rights abuse and the impacts of climate change, contributors from diverse legal backgrounds critically analyse the role of the law in shaping corporate behaviour.Leading experts investigate three key areas: corporate law, international investment law, and public international law. They identify how each of these fields individually and collectively contribute to enabling sustainability harms, outlining how the convergence of these three areas creates a structural framework that permits and legitimizes corporate misconduct. Presenting both a diagnosis and pathways for reform, this book advocates for corporate accountability and urges a rethinking of law’s role in shaping a just and sustainable global economy.Scholars and students in the fields of human rights, corporate law and public international law will benefit from this book’s insights. Providing actionable proposals for rethinking and reforming business models, this book is also a crucial reference for policymakers, legal practitioners, ESG professionals, and management consultants.

This book evaluates the imperative for companies to broaden their stakeholder engagement. Contributors compare and analyse various stakeholder engagement models within European company law, whether national company law or EU law, examining their efficacy, benefits, and limitations.Leading experts investigate the role of different stakeholders within company organisations, namely employees, business partners, customers and clients, and those within the local community. They explore the difference in regulatory frameworks that govern the engagement of these groups, evaluating the advantages and disadvantages of each. Chapters cover key topics, including worker influence and representation, worker share schemes, the consultation of stakeholders on sustainability measures, debtholder influence, and stakeholders in the data economy. Looking ahead, this book evaluates the prospects for future reforms to corporate law in relation to stakeholders.Stakeholder Engagement in European Companies is a valuable resource for scholars, practitioners, and students interested in understanding how corporate governance is affected by stakeholder engagement. This book will greatly benefit those in the fields of corporate law, company and insolvency law, and European law.

This detailed book examines how the law can provide a discrete governance regime for financially distressed firms.The concept of a distressed firm covers businesses that are struggling, but have not yet entered formal insolvency, as well as those businesses that are undergoing a formal insolvency process. With reference primarily to English law, this study encompasses both limited liability companies and limited liability partnerships with a focus on the regulation both of company directors and insolvency practitioners. It offers recommendations for improvements in governance mechanisms and notes that many of the governance shortfalls that occur can be related to the ease of access given to those who wish to trade with the benefit of limited liability.Providing an up to date analysis in a fast evolving area of law, this book will appeal to academics, postgraduate students, practitioners and policy makers.

The last two decades have witnessed the growth of new forms of entrepreneurial cooperation such as dynamic networks like virtual enterprises and enterprise pools. These business forms are often hybrid, having elements of both contract-based organizations and corporate forms, in particular partnership. This book examines the relative utility of contract and partnership law in fostering and maintaining these emerging business models, focusing on dynamic networks. The book analyzes how dynamic networks are organized and set up through, very often, collaborative contracts and how the behavior of their member firms is regulated. Good faith and fair dealing as a behavioral criterion in contractual and partnership relations, is an important theme of this work. The background and preconditions for the emergence and growth of such business forms is also investigated. The book contains case studies of such networks from different countries in particular Germany, Austria, Switzerland, England and Norway. It examines relevant legal rules in a number of jurisdictions such as England, Norway, Germany, Italy, France and the US. This detailed book will appeal to postgraduate students and academics in the fields of contract law, comparative law, partnership law and business/commercial law. Academics in other disciplines such as economics, sociology and business management will also find much to interest them in this study.

China's recent economic transformation and integration into the world economy has coincided with increasing pressure for corporate law reform to make corporate social responsibility (CSR) integral to business and management strategy in China. This timelybook critically analyses contemporary notions of CSR in China, discussing theory and practice alongside legal responses in this emerging field. Jingchen Zhao uniquely combines the history, traditions and social policies of China with Chinese law, explaining the significance of path dependence in China. He presents an in-depth debate on the difficulties involved in transplanting developed legal principles directly into Chinese society, and takes a detailed look at the CSR provisions in Chinese company lawwhich aimed to put social and environmental concerns onto the corporate agenda. He suggests how these laws could be more effectively and efficiently enforced with reference to UK law, and explores specific issues including: Chinese Company Law 2006, the 'Harmonious Society' in China, the 2008 Financial Crisis and its impact on the Chinese economy, recent corporate scandals including the Sanlu Baby Milk scandal, the Wenchuan earthquake and CSR donations, the Beijing Olympic Games and CSR, and the Fujia chemical plant. This book will prove an enlightening read for academics and practitioners in the fields of law, business and management interested in CSR and the law in contemporary China.

'Rühmkorf's thought-provoking book has a powerful message: that we cannot rely on the discretion of business to promote CSR voluntarily. Through the devastating example of the Rana Plaza disaster, Rühmkorf shows that we must get beyond business rhetoric and develop a multidimensional approach to the regulation of global supply chains. Whilst recognising the existing limitations of private law, his book highlights the potential contribution of private law to the development and promotion of CSR. The task is not an easy one, but by adopting a pluralistic approach to corporate law and by employing contract law, consumer law and tort law more dynamically, English private law could fill many of the regulatory gaps. The message is urgent and strong. This is a must read book for anyone concerned with CSR, supply chains and the law.'- Charlotte Villiers, University of Bristol, UK'This book fills an important gap in discussions of international CSR standards. It is all very well to say that states must protect and companies should respect human rights, but when breaches of human rights do occur, it is remedies that matter. Rühmkorf explores the limits of private law avenues for seeking such remedies. In so doing, he provides a valuable understanding of obstacles to fuller realization of the three-pillared ''Protect, Respect and Remed'' Framework of the UN Guiding Principles on Business and Human Rights. - Alice de Jonge, Monash University, AustraliaCurrent debate surrounding social responsibility has neglected to fully comprehend the important role of national private law in achieving socially responsible conduct in business. This insightful book demonstrates how private law makes a significant contribution to the promotion of corporate social responsibility (CSR) and how it could be improved.Based on the analysis of four substantive areas (company law/corporate governance, contract law, consumer law and tort law), this inclusive book covers a full range of issues that are important for CSR. These include directors duties, corporate reporting, the incorporation of CSR policies into the supply chain, consumer rights and the tortious liabilities of companies. The book discerns how national private law in the home state of multinational enterprises can legally affect their socially responsible conduct worldwide. Andreas Rühmkorf demonstrates that private law already promotes and, with certain amendments, could better promote CSR in the regulation of global supply chains. The book's findings are applied to the collapse of the Rana Plaza Building in Bangladesh, which offers a supportive empirical insight.As an up-to-date and comprehensive survey of CSR and global supply chains, this work will benefit researchers and practitioners interested in the fields of CSR, private law, international law, political economy, international labor standards and sustainable supply chains.

This stimulating book offers an astute analysis of corporate governance from both a historical and a philosophical point of view. Exploring how the modern corporation developed, from Ancient Rome and the Middle Ages up to the present day, Javier Reyes identifies the strengths and weaknesses of the mainstream theory of the firm as put forward by the law and economics school of thought.Demystifying the scientific aspirations of neoclassical economics as understood and used by legal scholars, this book offers readers the foundations on which to build their own conception of what corporations are and should be. Reyes argues that by belonging to political philosophy, corporate governance is essentially political, and thus requires a multidisciplinary approach for its study and practice.Reframing Corporate Governance will be essential reading for academics and students of company law and corporate governance, especially those interested in entrepreneurship, radical democracy, evolutionary approaches to legal theory and business anthropology. Those interested in corporate social responsibility, business and management, and philosophy will also find this a valuable read.

The legal regulation of company shares is a fundamental building block in a capitalist society. This insightful book provides an historical analysis of the phenomenon, investigating underlying policy issues and considering relevant aspects of current law to explore possible future trends. David Milman examines the phenomenon of the company share in a holistic way, tracing the origins of the share and exploring the diversity present within the family of shares. Using a comparative approach, key chapters consider the circumstances under which shares are acquired, the property law perspective relevant to shares and the rights and obligations of those who hold shares. The book concludes with speculation on how the share might evolve in the future in light of technological change and the development of other capital raising investments. This accessible book will provide valuable insight to scholars researching corporate law. It will also be beneficial for policymakers and practitioners wishing to understand more about the history of the company share, and how this may impact its future.

Applying the emergent Business and Human Rights (BHR) regime as a case, this book analyses regulatory strategies, communicative approaches and public-private processes to develop new sustainability-related norms, particularly for business, for maintaining and promoting public policy objectives and societal needs. Karin Buhmann sets out the concerns of public regulators and businesses that both inform debates and create power struggles in the construction of sustainability norms between public policy interests and the market. The author focuses on three trends in argumentative strategies applied in the BHR context and considers the use, impact and complementarity of these for sustainability regulation. Through analysis of selected transnational regulatory processes, the book identifies argumentative and negotiation strategies that led to agreement on BHR despite conflicting interests across public, private and not-for-profit (NGO) stakeholders, and develops insights for future multi-stakeholder sustainability regulation, focusing both on the regulatory process and the outcome. Changing Sustainability Norms through Communication Processes will be a valuable read for NGOs, regulators, managers and academics with a concern for sustainability regulation by helping to enhance their understanding of how to influence normative change in organisations, in support of sustainability and responsible business conduct.

This cutting-edge book critically reviews the field of attempted legal control and regulation of delinquent conduct by business actors in the form of exploitative, collusive and corrupt behaviour. It explores key topics including victimhood, accountability, theories of trading and shared responsibility. Christopher Harding and Alison Cronin reflect on the attempts that have been made globally to use criminal law and other methods of formal legal control, as well as more flexible and innovative approaches under the heading of 'regulation', to address the problem of bad business practice. The book argues for a return to first principles and that the possibility of a reconfiguration of economic ordering and market and trading culture should be considered; as business malpractice is largely inherent in the dominant capitalist model, that model is in need of repurposing and reform. Taking an interdisciplinary approach, this book will be a valuable resource for scholars and students of law with a focus on business, commercial law and criminal law, in addition to researchers of corporate governance and public administration and management. Its critical arguments will also benefit NGOs, business professionals and campaign groups.

Important new policy frameworks call on governments to ensure respect for human rights by businesses and to secure a transition to sustainable consumption. Public procurement accounts for a significant share of the global economy, and nearly 30% of government expenditure across OECD countries. But what are the obligations of the state to protect human rights when it acts as a buyer? And how can procurement be used to drive respect for human rights amongst government suppliers? This engaging book reflects on these important questions, from the dual disciplinary perspectives of public procurement and human rights.Through legal analysis and practice-focused case studies, the expert contributors interrogate the role and potential of public procurement as a driver for responsible business conduct. Highlighting the character of public procurement as an interface for multiple normative regimes and competing policies, the book advances a compelling case for a shift to a new paradigm of sustainable procurement that embraces human rights as crucial to realising international policies such as those embodied in the UN Guiding Principles on Business and Human Rights and 2030 Sustainable Development Goals.Topical and thought-provoking, Public Procurement and Human Rights will be an essential read for academics and students of human rights law, public procurement law, and business and human rights, as well as practitioners in public procurement and sustainability, and government officials.Contributors include: B.S. Claeson, E. Conlon, C. Emberson, P. Göthberg, O. Martin-Ortega, A. Marx, C. Methven O'Brien, C. Nicholas, O. Outhwaite, G. Quinot, D. Russo, A. Sanchez-Graells, J. Sinclair, R. Stumberg, A. Trautrims, N. Vander Meulen, S. Williams-Elegbe

This timely and engaging book examines how maximizing shareholder value has played a dominant role in corporate governance over recent decades, and analyzes the resulting effect on share prices in the stock markets. Alongside the rise in corporate power and deepening economic inequality, the author investigates corporate law reform as a corrective remedy.Beyond Shareholder Value offers an astute analysis of key topics such as corporate incentive structures that reward executives for delivering shareholder value and permissive rules that enable companies to issue shares at will at rising valuations. P.M. Vasudev explores the laws intended to protect stakeholders and deftly unpacks the shortcomings in employment-related laws and antitrust enforcement. Demonstrating how alternative dispute resolution can be used to promote stakeholder governance, the book explains how the overly broad business judgment rule impedes effective adjudication of complex stakeholder disputes.This insightful book offers a new perspective on stakeholder governance, and will prove indispensable reading for academics and legal researchers working in the field of corporate law and governance. Its innovative approach will also benefit practitioners and policy makers alike.

This thought-provoking book critically analyses the interaction of innovation, technology and corporate law. It highlights the impact of technology, including artificial intelligence and distributed ledger technology, on corporate governance and form, examining the extent to which technology may enhance or displace conventional theories and practices concerning corporate governance and regulation.Expert contributors from multiple jurisdictions identify themes and challenges that transcend national boundaries and confront the international community as a whole. Chapters investigate corporate form, governance democratisation resulting from the more prevalent use of technology, the introduction of new classes of stakeholders and novel fund-raising activities and the impact of technology on corporate governance and regulatory supervision. Offering theoretical, practical and policy perspectives on the integration of technology with corporate governance and regulation, it provides a key contribution to the broader debate concerning the impact of technology on modern life.This insightful book should stimulate incisive academic discourse and will be of value to students and scholars of corporate, business and technology law. It will also be of benefit to legal practitioners, regulators and policy-makers interested in technological innovation.

This innovative book addresses the links between sustainability and human rights in the context of infrastructure projects and uncovers the human rights gap in every stage of public procurement processes to deliver on infrastructure assets or services.Bringing together contributions from leading scholars and legal practitioners, this comprehensive book addresses a gap in the literature on the role of human rights within highly complex contracts, such as public-private partnerships (PPPs), in infrastructure development. Chapters analyse key human rights issues across the life cycle of projects using case studies that investigate communities, service users and workers in public procurement supply chains as human rights holders. Further, it explores the issues facing women as different role-players – namely as workers, service users, decision-makers and government suppliers. Case studies include procurement of healthcare infrastructure and megasporting events. The editors also propose solutions and new ways forward in the advancement of the sustainable public procurement agenda, both for developed and developing countries, to deliver infrastructure that brings social return without harming human rights.Developing more inclusive approaches to infrastructure that address rightsholders and stakeholders – including communities, workers, service users, and particularly women – this book will be a thought-provoking resource for scholars and students, as well as for human rights lawyers, advocates and policy makers alike.

Human Rights and Capitalism brings together two important facets of the globalisation debate and examines the complex relationship between human rights, property rights and capitalist economies. Human rights issues have become increasingly important in this debate and their place as harbingers of justice or as an instrument of oppression is fiercely contended. Both sides of this issue are considered in the contributions to this book and the complex relationships between human rights, human dignity and capitalist economies are the themes running throughout the work. Appearing at a time when these issues are a subject of extreme controversy, this book is distinguished by its balanced and academic approach. In three sections, the work first of all deals with theoretical and philosophical issues, exploring tensions between capitalism and human rights. The second section considers more specific problems relating to the trading regime, which have significant impacts on human rights, and the final section considers human rights and capitalism in a South American context.This is an interdisciplinary exploration of the tensions which occur in the modern globalised trading regime between capitalism and the attainment of universal human rights. It will be of interest to scholars interested in the globalisation debate, as well as economists, lawyers, philosophers and political scientists.

This book provides comprehensive analysis of the recent enlargement of the EU, shedding light on the rationale behind the EU's decisions to enlarge, examining the side effects these choices have on a range of EU policies and particularly on the effect of the Acquis on candidate countries. Emphasis is placed on the area of company law, which occupies a central part in a country's economic planning and therefore its commercial law. Past enlargements are thoroughly explained and the potential impact of the new political landscape in Europe in the wake of the popular rejection of the European Constitutional Treaty on future enlargements is evaluated. A comparative methodology for commercial law drafting in transition and developing economies is put forward and the book concludes with a complete draft of a model company law for transition (and developing) economies. The aim is to provide a template for discussion.This book will be of great interest to those interested in considering the influence that the prospect of EU membership has on transition countries in general, the emphasis being on laws vital to emerging market economies, particularly commercial and company law.

In this timely book, David Milman considers how UK corporate law has been affected by the forces of globalisation, arguing that this is not a new development, but rather is part of an historical continuum. He examines corporate law regulatory strategy in general, treatment of foreign shareholders and multinational groups, aspects of private international law and issues connected with cross border insolvency. The substantive chapters cover a full range of issues, from the harmonisation of corporate law, and the common denominators in corporate law principles, to the regulation of overseas companies and foreign stakeholders and transnational cooperation. The book concludes with a consideration of the wider issue of convergence in corporate law and examines whether total convergence is a realistic possibility. National Corporate Law in a Globalised Market is set against the backdrop of the progressive implementation of the Companies Act 2006 and the turmoil of the current world financial crisis.With a scholarly review of current theoretical and policy issues in corporate law this book will be an invaluable resource tool for academics and advanced students as well as practitioners.

This book presents a thoughtful inquiry into the nature and rationale of corporate governance. The authors address fundamental questions including; What is the balance between ownership and control?; For whose interests should the company be run?; What is the institutional balance between shareholders, directors and other potential stakeholders, including the economy?Professor Dine and Dr Koutsias consider how these issues are dealt with by the jurisprudence of three major and greatly influential jurisdictions; the USA, the UK, and Germany, and also reflect on why and how the current corporate governance context in some states is defined by social, political and historical developments. The authors argue that corporate governance is crucial for the identity of each country. What is revealed in the work is that when national corporate governance is thriving it allows space for democracy to flourish.Corporate governance scholars, policy makers, LLM and LLB students of company law and corporate governance, NGOs involving issues of inequality, poverty and democracy will find this important book an insightful resource.Contents: Preface 1. Corporate Governance Global Economics: The Neo-liberalism Paradigm 2. The Reasons for Convergence and Divergence 3. The United States of America 4. The United Kingdom 5. Germany 6. Conclusion: The Importance of the Existence of National Systems of Corporate Governance References Index

With the European Union striving to become the world's most competitive economy, the developments in the two closely interconnected areas of European corporate law and European company tax law are of utmost importance. This book focuses on the crucial issues raised by these developments, on their far-reaching implications and on the key challenges to the future legislative choices. The book illustrates the key developments in EU corporate law and EU company tax law, the EU planned initiatives in these areas, and - at a time when member states increasingly tend to use company law and company tax provisions to attract businesses and investments - it suggests how future developments can contribute to the undistorted functioning of the internal market and to the strategic 'Lisbon-objective'. The explanation of these legislative and case-law developments is of use to students and indicates new opportunities for business expansion strategies throughout the European Community. The book concludes that new optional, but attractive, EU company law vehicles and company tax regimes would be, in these two areas, the only legal and effective means towards an undistorted functioning of the internal market and towards the Lisbon-objective. This ultimately gives rise to a far-reaching challenge for all debates on the future patterns of European integration.Luca Cerioni introduces new themes for academic research and discussion subjects for decision-makers and at the same time, uniquely, makes these accessible to a much wider international public of students, businesses and practitioners.

This book offers an unprecedented and detailed comparative critique of Anglo-American corporate bankruptcy law. It challenges the standard characterisation that US law in the sphere of corporate bankruptcy is 'pro-debtor' and UK law is 'pro-creditor', and suggests that the traditional thesis is, at best, a potentially misleading over-simplification. Gerard McCormack offers the conclusion that there is functional convergence in practice, while acknowledging that corporate rescue, as distinct from business rescue, still plays a larger role in the US. The focus is on corporate restructurings with in-depth scrutiny of Chapter 11 of the US Bankruptcy Code and the UK Enterprise Act, and offers other comparative oversights.Integrating theoretical and practical insights, this book will be of great interest to academics and practitioners, and also to policymakers in the DTI, Insolvency Service and regulatory bodies.

This book examines the concepts of corporate social responsibility (CSR) in the context of globalisation and its many challenges, focusing on different legal perspectives that arise. Particular problems presented include the varied definitions of CSR and the related dilemmas of opting for a self-regulatory approach or a greater level of external regulatory control. The roles of the state and the market and how they interrelate are considered in this book against a background of increased intervention by international institutions. The potential contribution of individual citizens and non-governmental organisations towards achieving a socially and environmentally responsible business behaviour is also given attention. These issues are of special concern in an era that calls for different political and regulatory activities than have been exploited traditionally.Highlighting the central importance of law, legal systems and the role of lawyers to the debate on CSR, this book will be of great interest to academics and policymakers. It will also appeal to students in law, especially company law, commercial law, and international law.

Using detailed case studies of the first nine mainland Chinese companies to be listed on the Hong Kong stock exchange (1993-94), Alice de Jonge examines the evolution of corporate governance law and culture in China's H-share market. A story emerges not of tensions between ideas of corporate governance from two different legal systems - Hong Kong vs. mainland Chinese - nor about legal convergence as China adopts concepts from Anglo-American jurisdictions. Rather, it is a story of individual firms being pragmatic in mediating the different agendas of state-agencies that own or control them.Corporate Governance and China's H-Share Marketlooks at corporate governance in a cross-border contextis unique in providing a detailed understanding of China's H-share marketreveals why a beer company was the first ever Chinese firm to be listed overseas.This fascinating work will appeal to postgraduate students and scholars of corporate governance, Asian law and legal systems and Asian business, as well as Chinese scholars more generally. Professionals such as law practitioners working in Chinese law will also find the book of interest.

The 'lost decade' of economic stagnation in Japan during the 1990s has become a 'found decade' for regulatory and institutional reform. Nowhere is this more evident than in corporate law. In 2005, for example, a spate of reforms to the Commercial Code culminated in the new Company Act, a statute promising greater organisational flexibility and shareholder empowerment for Japanese corporations competing in a more globalised economy. But does this new law herald a more 'Americanised' system of corporate governance? Has Japan embraced shareholder primacy over its traditional loyalty to other key stakeholders such as 'main banks', core employees, and partners within diffuse corporate (keiretsu) groups? This book argues that a more complex 'gradual transformation' is unfolding in Japan - a process evident in many other post-industrial economies. The book brings together contributions from academics and practitioners from Japan, Australia, New Zealand, Canada and the United States. It includes chapters on comparative corporate governance theory and methodology, lifelong employment, the main bank system, board structures, and governance issues in small and medium-sized enterprises. The procedural, substantive and FDI policy dimensions of takeover law and practice are discussed, as well as empirical changes to corporate governance practices in large, publicly listed companies during the past twenty years. The authors' rich mix of national, disciplinary and professional backgrounds allows for a broad comparative perspective on developments in Japanese corporate governance. The book will be of great interest to scholars and students of law, business, political economy and Japanese studies, and will also appeal to corporate lawyers and policymakers.

The Corporate Objective addresses a question that has been subject to much debate: what should be the objective of public corporations? It examines the two dominant theories that address this issue, the shareholder primacy and stakeholder theories, and finds that both have serious shortcomings. he book goes on to develop a new theory, called the Entity Maximisation and Sustainability Model. Under this model, directors are to endeavor to increase the overall long-run market value of the corporation as an entity. At the same time as maximizing wealth, directors have to ensure that the corporation survives and is able to stay afloat and pursue the development of the corporation's position. Andrew Keay seeks to explain and justify the model and discusses how the model is enforced, how investors fit into the model, how directors are to act and how profits are to be allocated. Analyzing in depth the existing theories which seek to explain the corporate objective, this book will appeal to academics in corporate law and corporate governance as well as law, finance, business ethics, organizational behavior, management, economics, accounting and sociology. Postgraduate students in corporate law and corporate governance, directors, and government regulators will also find much to interest them in this study. Contents: Preface 1. Public Companies: Context, Theory and Objectives 2. Shareholder Primacy 3. Stakeholder Theory 4. An Entity Maximisation and Sustainability Model 5. The Enforcement of the Entity Maximisation and Sustainability Model 6. Investors 7. Managerial Discretion and Accountability 8. Allocation of Profits 9. Epilogue

Transnational Corporations and International Law provides a comprehensive overview of existing laws and principles aimed at regulating the international behavior of transnational corporations (TNCs). Alice de Jonge highlights the inadequacies and possibilities inherent in the current regulatory network and also outlines a theoretical framework for bringing TNCs more comprehensively under the coverage of internationally-agreed standards of behavior. The book then explores institutional avenues for bringing TNCs to account when such standards are breached. The author also provides a unique perspective on the role of TNCs in the evolution of international environmental law. She concludes by highlighting the need for what the Special Representative of the Secretary-General on the issue of human rights and transnational corporations and other business enterprises, has called 'principled pragmatism' in developing both the theory and practice of international law as applied to global corporations. This well-documented work will appeal to corporate leaders interested in understanding the related practicalities of international corporate liability as well as post-graduate students in international business and international policy studies. Policymakers, academics and researchers interested in a unique perspective on the future of the global corporation as an internationally responsible global citizen will find much to interest them in this book. Contents: 1. The Corporation: A Good Tool but a Bad Master 2. Corporations Behaving Well: Voluntary Strategies 3. The State and the Multinational Corporation: The Investment Relationship 4. Extra-territorial Legislation and Corporate Liability 5. Corporate Criminal Liability for Extra-territorial Harms 6. Bringing the TNC Under the Jurisdiction of International Law: Theory and Principles 7. Bringing the TNC Under the Jurisdiction of International Law: Institutional Avenues 8. The Global Firm and the Environment 9. The International Court of Justice as a Global Court of Appeal