Corporate Opportunities
Corporate Opportunities

Author: Marco Claudio Corradi

Publisher: Bloomsbury Publishing

Published: 2021-08-26

Total Pages: 464

ISBN-13: 1509917470

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This monograph provides a comprehensive analysis of corporate opportunities doctrines from a comparative perspective. It looks at both common law and civil law rules and relies to a large extent on a law and economics approach. This book broadens the conventional view on corporate opportunities, a vital step in light of the adoption of corporate opportunities rules in civil law jurisdictions and in light of investors' ever-changing strategies. This approach considers institutional complementarities and especially industrial complementarities. The book thus explores several jurisdictions and their economic and industrial environments, whilst also assessing the impact of globalisation onto legal reform. Furthermore, it analyses the problems related to the application of corporate opportunities rules to cross-border venture capital. In normative terms, the book advances one main stance, articulated in three points: first, it proposes different sanctions for undisclosed and disclosed misappropriations, supporting the core idea that sanctions should be set against disclosure and not authorisation. Secondly, it advances the idea that sanctions against undisclosed misappropriations should be more severe than the ones presently applied. Thirdly, it considers the possibility of a more flexible treatment of disclosed misappropriations. This study is positioned at the intersection of several fields, providing a lens into a much broader range of dynamics that will be of interest to a varied international readership, and offering a window into the broader institutional dynamics at work in centres of innovation (eg Silicon Valley and industrial districts in other jurisdictions). It is rooted in law and economics, but the emphasis is placed on how corporate opportunities rules fit within a broader set of institutional dynamics that affect innovation, industrial efficiency, and economic competitiveness.

Corporate Reputation
Corporate Reputation

Author: Ronald J. Burke

Publisher: CRC Press

Published: 2016-05-13

Total Pages: 355

ISBN-13: 1317159462

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Increasing media scrutiny, global coverage and communication via the internet means corporate reputation can be damaged quickly, and failing to successfully address challenges to corporate reputation has consequences. Companies generally suffer almost ten times the financial loss from damaged reputations than from whatever fines may be imposed. According to Ernst & Young, the investment community believes up to 50 per cent of a company's value is intangible - based mostly on corporate reputation. So recognizing potential threats, or anticipating risks, emerges as a critical organizational competence. Organizations can regain lost reputations, but recovery takes a long time. Corporate Reputation contains both academic content along with practical contributions, developed by those serving as consultants or working in organizations in the area of corporate reputation and its management or recovery. It covers: why corporate reputation matters, the increase in reputation loss, threats to corporate reputation, monitoring reputation threats online and offline, the key role of leadership in reputation recovery, and making corporate reputation immune from threats. Any book that is going to do justice to a subject that is so complex and intangible needs imagination, depth and range, and this is exactly what the contributors bring with them.

The Economic Structure of Corporate Law
The Economic Structure of Corporate Law

Author: Frank H. Easterbrook

Publisher: Harvard University Press

Published: 1996

Total Pages: 386

ISBN-13: 9780674235397

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This text argues that the rules and practices of corporate law mimic contractual provisions that parties involved in corporate enterprise would reach if they always bargained at zero cost and flawlessly enforced their agreements. It states that corporate l

Corporate Explorer
Corporate Explorer

Author: Andrew Binns

Publisher: John Wiley & Sons

Published: 2022-02-02

Total Pages: 262

ISBN-13: 1119838320

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Corporate Explorers Transform Disruption Into Opportunity With This Proven Framework Innovation used to be seen as a game best left to entrepreneurs, but now a new breed of corporate managers is flipping this logic on its head. These Corporate Explorers have the insight, resilience, and discipline to overcome the obstacles and build new ventures from inside even the largest organizations. Corporate Explorers are part entrepreneurs, using innovation disciplines to jump start cutting-edge ideas, and part change leaders, capable of creating support for investment. They see that corporations already own the ideas, resources, and—critically—the talent to build new ventures. Companies like Amazon, Microsoft, Bosch, LexisNexis, and Analog Devices enable managers to put these assets to use and gain an upper hand over startups that threaten to disrupt them. Corporate Explorer is a guidebook to the practices that enable these managers to go from idea into action. It demonstrates how success is not only possible but may offer entrenched companies better odds than venture-capital backed startups. This actionable and proven framework explains how managers can become successful corporate innovators; it includes tools to: Learn how to apply innovation practices with greater discipline Turn great ideas into a full-time job as an innovation leader Experiment with and scale original business models Transform innovation programs into a thriving source of new business Attract, retain, and motivate entrepreneurial talent Energize employees by creating a realistic way to innovate These lessons come from the trailblazers of corporate innovation—Andrew Binns (Change Logic), Charles O'Reilly (Stanford Graduate School of Business), and Michael Tushman (Harvard Business School)—who have decades of experience helping entrepreneurial-minded executives activate employees to become Corporate Explorers. Entrepreneurs take notice—it's time for Corporate Explorers to set the pace and chart the course for disruption.

Unlocking Africa's Business Potential
Unlocking Africa's Business Potential

Author: Landry Signe

Publisher: Brookings Institution Press

Published: 2020-04-07

Total Pages: 361

ISBN-13: 0815737394

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Africa welcomes business investment and offers some of the world's highest returns and impacts Africa has tremendous economic potential and offers rewarding opportunities for global businesses looking for new markets and long-term investments with favorable returns. Africa has been one of the world's fastest-growing regions over the past decade, and by 2030 will be home to nearly 1.7 billion people and an estimated $6.7 trillion worth of consumer and business spending. Increased political stability in recent years and improving regional integration are making market access easier, and business expansion will generate jobs for women and youth, who represent the vast majority of the population. Current economic growth and poverty-alleviation efforts mean that more than 43 percent of the continent's people will reach middle- or upper-class status by 2030. Unlocking Africa's Business Potential examines business opportunities in the eight sectors with the highest potential returns on private investment—the same sectors that will foster economic growth and diversification, job creation, and improved general welfare. These sectors include: consumer markets, agriculture and agriprocessing, information and communication technology, manufacturing, oil and gas, tourism, banking, and infrastructure and construction. The book's analysis of these sectors is based on case studies that identify specific opportunities for investment and growth, along with long-term market projections to inform decision-making. The book identifies potential risks to business and offers mitigation strategies. It also provides policymakers with solutions to attract new business investments, including how to remove barriers to business and accelerate development of the private sector.

Related Party Transactions and Corporate Groups
Related Party Transactions and Corporate Groups

Author: Ivan Romashchenko

Publisher: Kluwer Law International B.V.

Published: 2020-03-06

Total Pages: 294

ISBN-13: 9403517050

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In a market environment where economic actors conduct themselves as diligent and conscientious managers, the regulation of related party transactions (RPTs) would be largely irrelevant. Unfortunately, the corporate reality is far from an ideal world that is innocent of market abuse and corporate fraud. It remains necessary to protect minority shareholders from the wrongdoings of majority shareholders and to protect all shareholders from opportunistic managerial behaviour. This timely book – the first on the subject since implementation of the European Union’s (EU’s) revised Shareholders’ Rights Directive – provides in-depth analysis of how and to what extent RPTs are covered by existing legal requirements on capital protection and corporate group regulation, highlighting experiences and strategies adopted in Germany, Poland, and the Netherlands as examples for Eastern European countries and in particular Ukraine. Beyond his comparative analysis of the current status, the author offers recommendations for more effective handling of RPTs, investigating such aspects as the following: what constitutes a corporate group and how group issues are regulated in the various legal systems; what constitutes a conflict of interest originating in ownership and control and what types of such conflicts occur; whether RPTs within corporate groups should receive special treatment relative to transactions outside groups; combatting corporate raiding, most often carried out through illegal seizure of corporate assets; approval and disclosure requirements for RPTs; and how information about RPTs is disclosed publicly. Drawing on resources including legislation, case law, scholarship, and intensive discussions with practicing lawyers from several jurisdictions, the author underscores the imperative of establishing limitations and requirements that oblige a company’s officers, shareholders, and other potential related parties to follow certain rules whenever they wish to enter into an RPT. As a contribution to the debate about the convergence between EU corporate law and that of major eastern European states, the book has no peers. Practitioners in both East and West who advise on compliance with regulations for RPTs or represent stakeholders’ interests against abusive RPTs will ensure appropriate remedies and protection mechanisms for their clients.

Private Debt
Private Debt

Author: Stephen L. Nesbitt

Publisher: John Wiley & Sons

Published: 2019-01-14

Total Pages: 262

ISBN-13: 1119501156

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The essential resource for navigating the growing direct loan market Private Debt: Opportunities in Corporate Direct Lending provides investors with a single, comprehensive resource for understanding this asset class amidst an environment of tremendous growth. Traditionally a niche asset class pre-crisis, corporate direct lending has become an increasingly important allocation for institutional investors—assets managed by Business Development Company structures, which represent 25% of the asset class, have experienced over 600% growth since 2008 to become a $91 billion market. Middle market direct lending has traditionally been relegated to commercial banks, but onerous Dodd-Frank regulation has opened the opportunity for private asset managers to replace banks as corporate lenders; as direct loans have thus far escaped the low rates that decimate yield, this asset class has become an increasingly attractive option for institutional and retail investors. This book dissects direct loans as a class, providing the critical background information needed in order to work effectively with these assets. Understand direct lending as an asset class, and the different types of loans available Examine the opportunities, potential risks, and historical yield Delve into various loan investment vehicles, including the Business Development Company structure Learn how to structure a direct loan portfolio, and where it fits within your total portfolio The rapid rise of direct lending left a knowledge gap surrounding these nontraditional assets, leaving many investors ill-equipped to take full advantage of ever-increasing growth. This book provides a uniquely comprehensive guide to corporate direct lending, acting as both crash course and desk reference to facilitate smart investment decision making.

Cases and Materials on Corporations
Cases and Materials on Corporations

Author: John C. Coffee

Publisher: Aspen Publishing

Published: 2021-09-14

Total Pages: 1429

ISBN-13: 1543847277

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Renowned for its richness, depth, and authorship, Cases and Materials on Corporations offers broad coverage of both public and closely held corporations. A powerful introductory chapter sets out the defining characteristics of a corporation. A thematic framework frames corporate law in terms of the corporation’s responsibilities to its employees, its investors, and society. New to the Ninth Edition: The introductory Chapter recognizes that issues of race and systemic discrimination have dominated recent headlines and political discourse. This has re-focused attention on the long-standing debate between proponents of the dominant shareholders primacy model of corporate governance and proponents of a more stakeholder-oriented model. Without taking sides on this issue, this Chapter notes that this debate has continued throughout American legal history, and it focuses on recent efforts by some states and Nasdaq to require greater diversity (both in terms of race and gender) on corporate boards. Current data is provided. In addition, this Chapter adds a new section to introduce the “public benefit corporation,” a new corporate form that is a hybrid of a profit-making corporation and a not-for-profit entity now recognized by a majority of the states. New material on the emerging line of good faith cases in the context of director oversight where a corporation is subject to “mission critical” regulation. This new line of cases opens up potential avenues to assign monetary liability to directors for failure to manage corporate risks. New Supreme Court decisions (including Lorenzo and Omnicare) are assessed, and the continuing struggle to define insider trading is reviewed. The chapter on shareholder voting and proxy gives special attention to recent efforts by activist hedge funds to influence and constrain corporate management. The revised chapter on takeovers takes up the legal rules governing friendly and unfriendly acquisitions. The chapter tracks the unique experience of Delaware law over this period: an ongoing and openly—but respectful–disagreement between the Delaware Chancery Court and the Delaware Supreme Court about the allocation of authority between the board of directors and shareholders. The chapter also examines the new texture of the takeover market where activists play a central role. Professors and students will benefit from: Richness and depth: A range of thoroughly developed topics allows instructors to delve into topics with as much depth as they wish. The text is strong in material on both public and closely held corporations. Traditional casebook pedagogy: Text notes, statutory material, excerpted commentary, problems, questions, and edited cases. Strong introductory chapter: Sets out the defining characteristics of a corporation: limited liability, perpetual existence, free transferability, and centralized management. Thematic framework: Examines corporate law in the context of the corporation’s responsibilities to its own constituents and investors, as well as to society.