Directors’ Liability: A Worldwide Review
Directors’ Liability: A Worldwide Review

Author: Alexander Loos

Publisher: Kluwer Law International B.V.

Published: 2016-09-01

Total Pages: 626

ISBN-13: 9041158529

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This acclaimed reference book for international business lawyers first appeared in 2006, with a second edition in 2010. Now in its third edition, and once again published in conjunction with the International Bar Association, this comparative study of a crucial issue in corporate law gives practitioners a powerful and decisive tool for ascertaining and comparing the law affecting directors’ liability in today’s globalizing economies. Covering nearly fifty jurisdictions worldwide (including eight not previously covered), the third edition affords senior lawyers in major firms the opportunity to provide concise, detailed, and easy-to-understand summaries on his or her home law on directors’ liability. Authors whose research appeared in earlier editions have updated their chapters, and the case law summarized and analysed now reflects published cases through the end of March 2016. The contributions describe the relevant law in force in each particular jurisdiction, along with an insightful discussion of trends and future prospects. For each of the different jurisdictions the authors detail and explain such factors as the following: - national legal theories of director liabilities; - recent cases dealing with directors’ liability; - corporate governance; and - indemnification and insurance. Where applicable, coverage also includes the legal implications of jurisdictional variations in such matters as judicial review, lawyer directorship, directors’ reliance on outside professionals, and the effect of the European Action Plan. References have been thoroughly updated throughout, and include many new online sources. This publication will be of enormous value to legal practitioners, whether in private practice or in the legal department of a globally active company, as a comprehensive and easy means of access to the law of foreign jurisdictions on directors’ liability.

Directors' Liability
Directors' Liability

Author: Alexander Loos

Publisher: Kluwer Law International

Published: 2006

Total Pages: 422

ISBN-13: 9789041125613

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Compiled under the auspices of the International Bar Association, this firstever comparative study of a crucial issue in corporate law gives practitioners a unique tool for comparing competing legislative systems in our globalizing economies. Each of more than fifty authors, all of them senior lawyers in major firms, provides a summary on his or her home law on directors liability, As concise and as easy to understand as possible. The contributions describe the relevant law in force in each particular jurisdiction, along with an insightful discussion of trends and future prospects. For each of thirty-four different jurisdictions the authors detail and explain such factors as the following: national legal theories of directors liabilities recent cases dealing with directors liability socio-anthropological issues corporate governance liability issues indemnification; and insurance Where applicable, coverage also includes the legal implications of jurisdictional variations in such matters as judicial review, lawyer directorship, directors reliance on outside professionals, And The effect of the European Action Plan. Jurisdictions in all continents are covered, including all G8 states, The European Community, and sixteen EU Member States. An alphabetical subject index at the end of the book offers not only page numbers but, In addition, abbreviated country names, In order to facilitate finding the appropriate page numbers For The country desired. This one-of-a-kind publication will be of enormous value to legal practitioners, whether in private practice or in the legal departments of one of the globally active companies, As a comprehensive and easy-to-understand first access To The law of foreign jurisdictions on directors liability.

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.

Innovations in Corporate Governance
Innovations in Corporate Governance

Author: Susan Watson

Publisher: Edward Elgar Publishing

Published: 2017-10-27

Total Pages: 265

ISBN-13: 1786432854

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The world is changing. Old certainties were swept away by the Financial Crisis of 2008. States are grappling with the implications of new thinking about the ways in which the role and nature of corporations should be viewed and therefore regulated. This timely study uses perspectives of scholars from around the world to highlight and provide critical analysis of innovations in corporate governance adopted in a range of jurisdictions, both mature and developing. Due to their primary importance, particular attention is paid to the governance of banks.

European Developments in Corporate Criminal Liability
European Developments in Corporate Criminal Liability

Author: James Gobert

Publisher: Taylor & Francis

Published: 2011-06-10

Total Pages: 381

ISBN-13: 1136741518

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When corporations carry on their business in a grossly negligent manner, or take a cavalier approach to risk management, the consequences can be catastrophic. The harm may be financial, as occurred when such well-regarded companies as Enron, Lehman Brothers, Worldcom and Barings collapsed, or it may be environmental, as illustrated most recently by the Gulf oil spill. Sometimes deaths and serious injuries on a mass scale occur, as in the Bhopal gas disaster, the Chernobyl nuclear explosion, the Paris crash of the Concorde, the capsize of the Herald of Free Enterprise, and rail crashes at Southall, Paddington and Hatfield in England.What role can the law play in preventing such debacles and in punishing the corporate offenders? This collection of thematic papers and European country reports addresses these questions at both a theoretical and empirical level. The thematic papers analyse corporate criminal liability from a range of academic disciplines, including law, sociology/criminology, economics, philosophy and environmental studies, whilst the country reports look at the laws of corporate crime throughout Europe, highlighting both common features and irreconcilable differences between the various jurisdictions.

Directors' Liability
Directors' Liability

Author: Alexander Loos

Publisher: Kluwer Law International

Published: 2010

Total Pages: 0

ISBN-13: 9789041132505

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This volume provides a comparative examination of the law on company directors' liabilities in 40 different national jurisdictions and with regards to the European Action Plan (coverage has been expanded for this second edition to such countries as the United Arab Emirates, Mongolia, China, Russia, Ukraine, and Vietnam). The chapters are presented according to a shared template covering such topics as "national basics" and national legal theories of directors' liabilities; recent cases; liability issues regarding who can sue or be sued, thresholds and limitations/caps of liabilities, joint liability/solidarity, derivative actions, class actions, and liability in the event of bankruptcy; indemnification and insurance; and possible future legislation development.

Tort Law in France
Tort Law in France

Author: Jonas Knetsch

Publisher: Kluwer Law International B.V.

Published: 2021-08-20

Total Pages: 310

ISBN-13: 940353575X

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Derived from the renowned multi-volume International Encyclopaedia of Laws, this book provides ready access to how the legal dimension of prevention against harm and loss allocation is treated in France. This traditional branch of law not only tackles questions which concern every lawyer, whatever his legal expertise, but also concerns each person’s most fundamental rights on a worldwide scale. Following a general introduction that probes the distinction between tort and crime and the relationship between tort and contract, the monograph describes how the concepts of fault and unlawfulness, and of duty of care and negligence, are dealt with in both the legislature and the courts. The book then proceeds to cover specific cases of liability, such as professional liability, liability of public bodies, abuse of rights, injury to reputation and privacy, vicarious liability, liability of parents and teachers, liability for handicapped persons, product liability, environmental liability, and liability connected with road and traffic accidents. Principles of causation, grounds of justification, limitations on recovery, assessment of damages and compensation, and the role of private insurance and social security are all closely considered. The work gives an extensive picture of the current state of law and a first indication on the future French tort law, based on the last Government proposal for a comprehensive reform of the civil liability rules. Its succinct yet scholarly nature, as well as the practical quality of the information it provides, make this book a valuable resource for lawyers in France. Academics and researchers will also welcome this very useful guide, and will appreciate its value not only as a contribution to comparative law but also as a stimulus to harmonization of the rules on tort.

Corporate Governance and Economic Development
Corporate Governance and Economic Development

Author: Anna Lanoszka

Publisher: Taylor & Francis

Published: 2022-07-14

Total Pages: 189

ISBN-13: 0429812124

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This book explores the links between different corporate governance systems and their impact on economic development. It focuses on how institutional reforms, legislative changes and codified measures have influenced performance at the firm and country level. Drawing on detailed cases from the UK, USA, China, India, Poland, Brazil, Russia and South Africa, this book takes a truly international and comparative approach to understanding the relationship between regulatory frameworks and economic development. This will be a valuable text for students and researchers of economic development, corporate governance, international political economy, and economic and business history.

Alternative Dispute Resolution of Shareholder Disputes in Hong Kong
Alternative Dispute Resolution of Shareholder Disputes in Hong Kong

Author: Ida Kwan Lun Mak

Publisher: Cambridge University Press

Published: 2019-12-19

Total Pages: 277

ISBN-13: 1108329314

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The landscape of shareholder dispute resolution in Hong Kong has changed vastly since the launch of the Civil Justice Reform in 2009. Key initiatives - the voluntary court-connected scheme and reform of the statutory unfair prejudice provisions - were employed to promote the greater use of alternative dispute resolution (ADR) in shareholder disputes. While the Hong Kong government and judiciary introduced such schemes to prove the legitimacy of extra-judicial over court-based litigation processes, their success is still uncertain. In this book, socio-legal theory and sociological institutionalism are used to develop a theoretical framework for analyzing the key stages of institutionalization. The author analyzes how procedural innovations could acquire legitimacy through different types of legal and non-legal inducement mechanisms within the institutionalization process. Recommendations on codifying and innovating ADR policy in Hong Kong shareholder disputes are also made with comparison to similar policies in the United Kingdom, South Africa and New Zealand.

Social Media and Employment Law: An International Survey
Social Media and Employment Law: An International Survey

Author: Anders Etgen Reitz

Publisher: Kluwer Law International B.V.

Published: 2015-09-23

Total Pages: 883

ISBN-13: 9041168257

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In the last few years, social media has become the primary way of communicating, not only among friends and colleagues but also between employers and employees and between companies and consumers. For employers, the phenomenon offers great opportunities, but also concomitant dangers due primarily to use of social media by employees and employees' representatives. Written in the context of employment laws as well as privacy laws, this book surveys the state of the law in over thirty key jurisdictions, including most of the developed countries of Europe, Asia, and North America and major developing countries worldwide. The publication arose from a seminar prepared by the editors and others at which it was clearly identified that internationally operating employers need a comprehensive and user-friendly multinational summary on employment and labour law questions arising in connection with the use of social media. The book is divided into country chapters, each written by a known local specialist. In order to easily 'navigate' through the issues for each country, the chapters follow a uniform structure, covering the applicable statutory regimes, case law, useful checklists, and recommendations. Among the issues and topics dealt with are the following: - employees' entitlement to use social media at the workplace; - whether employers can require the use of social media by employees; - right of employers to monitor employees' use of social media outside the workplace; - employers' potential liability for employees' misuse of social media; - right of employee representatives to use employers' equipment for social media purposes; - employers' remedies against misuse of social media by employees and employee representatives; - development and drafting of a social media policy; and - role of social media in employer–employee disputes. No other publication exists providing interested parties with a practical and strategic guide to legal issues affecting the use of social media in the workplace. With its easy-to-use country-by-country format and its expert recommendations, this unique resource will prove itself as an incomparable handbook for lawyers, human resources professionals, and in-house counsel advising or working for internationally operating businesses. It will also be of inestimable value for academics and policymakers concerned with the legal ramifications of social media use in the workplace.