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Corporate governance : theories, principles and practice
- Author / Creator
- Available as
- Physical
- Summary
-
A fully updated, comprehensive study of the law and practice of corporate governance in an international setting but with particular reference to Australia and New Zealand.
Details
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- Creator
- John H. Farrar
- Format
- Books
- Language
- English
- Publication
-
- 2nd ed
- South Melbourne, Vic. : Oxford University Press, 2005 [i.e. 2004]
- Physical Details
-
- xxvi, 549 pages ; 25 cm
- ISBNs
- 0195517377, 9780195517378
- OCLC
- ocm61109785
- Previous edition: published as Corporate governance in Australia and New Zealand. 2001.
- Includes bibliographical references and index.
- Part 1: Basic 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, its constitution, and legal actions: 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; rights of access to information -- 10. Duties of directors and officers: overview -- 11. The basic duties to act in good faith in the best interest of the company, and for a proper purpose -- 12. The duty to avoid self-dealing -- 13. Duties of care and the business judgment rule -- 14. Directors' duties and corporate governance in troubled companies -- 15. Shareholder rights and duties -- 16. Relieving and protecting directors -- 17. Holding directors accountable: remedies of the company -- 18. Holding directors accountable: minority shareholder remedies -- 19. Disclosure and the role of the auditor and audit committee in corporate governance -- 20. The Australian Securities and Investments Commission, 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 -- 24. Key relationships -- 25. Determining the appropriate roles of the board and management -- 26. The role of institutional investors in corporate governance -- 27. Systems of self-regulation
- Part 4: Contemporary issues in corporate governance -- 28. Current issues in corporate governance of listed public companies -- 29. Corporate governance and the judges -- 30. Corporate governance in small and medium-sized enterprises -- 31. Corporate governance in not for profits -- 32. Corporate governance in corporatised enterprises -- 33. Business ethics
- Part 5: The impacts of globalisation -- 34. Comparative corporate governance systems: an overview -- 35. The globalisation of corporate governance -- 36. Thinking new thoughts on corporate governance
- Appendices -- 1. ASC Principles and Best Practice Recommendations -- 2. Corporate Governance in New Zealand Principles and Guidelines (extracts) -- 3. OECD Principles of Corporate Governance (revised text, April 2004) -- 4. Justice Santow's Principles -- 5. HIH Royal Commission Consolidated Terms of References -- 6. Protocol for Co-operation between the Australian Securities and Investments Commission and the HIH Royal Commission -- 7. Statement on appointment of judges to other offices by the executive