| Description |
xxvi, 524 pages : illustrations ; 23 cm |
| Contents |
Part 1. General concepts 1. The Concept of corporate governance -- 2. A Brief thematic history of corporate governance -- 3. The Concept of the corporation -- 4. The Concept of corporate control and its relevance -- 5. The Corporation as legal actor: questions of risk, authority and liability -- Part 2. The Legal core 6. Division of power between the board of directors and the general meeting -- 7. Meetings -- 8. The Legal role of the board of directors and delegation and reliance -- 9. Definition of director and officer: appointment, retirement and removal of directors -- 10. Duties of directors and officers: overview -- 11. The Basic duties to act in good faith and for a proper purpose -- 12. The Duty to avoid self-dealing -- 13. Duties of care and business judgment -- 14. Directors' duties and corporate governance in troubled companies -- 15. Shareholder rights and duties -- 16. Excusing directors -- 17. Holding directors accountable: remedies of the company -- 18. Holding directors accountable: minority shareholder remedies -- 19. The Role of the auditor and audit committee in corporate governance -- 20. The Australian Securities and Investments Commission, the statutory penalty regime and disqualification of directors in Australia and New Zealand -- 21. Use and abuse of corporate groups -- 22. Insider trading -- 23. Investigation of serious fraud -- Part 3. The Self-regulation penumbra and other contemporary issues in corporate governance 24. Key relationships: chairperson, managing director/CEO, company secretary and the board -- 25. Determining the appropriate roles of the board and management -- 26. The Role of institutional investors in corporate governance -- 27. Systems of self-regulation -- 28. Current issues in corporate governance of listed public companies -- 29. Corporate governance in small and medium-sized enterprises -- 30. Corporate governance in not-for-profits -- 31. Coporate governance in corporatised enterprises -- 32. Business ethics -- 33. Comparative corporate governance systems: an overview -- 34. Globalisation, the new financial architecture and effective corporate governance -- Appendices: 1. Corporate Practices and Conduct -- 2. IFSA guidelines -- 3. Institute of Directors in New Zealand (Inc) Code of Proper Practice for Directors -- 4. OECD Principles of Corporate Governance -- 5. The Caux Round Table Principles for Business |
| Summary |
Corporate Governance in Australia and New Zealand provides a comprehensive study of the laws and practices of corporate governance in an international setting but with particular reference to Australia and New Zealand. The book is divided into three sections: Part 1 covers general concepts, including a brief history of corporate governance; Part 2 focuses on the legal core, with chapters on directors ̀•duties, insider trading, and serious fraud; Part 3 looks at the self-regulation penumbra and other contemporary issues. Relevant appendices outlining the practice of corporate governance are also included. Corporate Governance in Australia and New Zealand examines in detail the theory and practice of corporate governance and reflects the authors̀• own considerable experience in this area. This is a well-argued, comprehensive and authoritative text, offering a wide range of useful materials and themes |
| Notes |
Includes index |
| Bibliography |
Includes bibliographical references and index |
| Subject |
Corporation law -- Australia.
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Corporation law -- New Zealand.
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Directors of corporations -- Australia.
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Corporate governance -- Australia.
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Directors of corporations -- New Zealand.
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Corporate governance -- New Zealand.
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| LC no. |
2002327831 |
| ISBN |
0195513142 paperback |
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