ESCP Europe

This edition incorporates analysis of the burgeoning use of corporate law to protect the interests of 'external constituencies' without any contractual relationship to a company, in an attempt to tackle broader social and economic problems. It includes as well a broadened geographical scope. The book starts from the premise that corporations or companies in all juridictions share the same key legal attributes : legal personality, limited liaibility, delegated management, transferable shares, and investor ownership. Business using the corporate form give rise to three basic types of agency problems : those between managers and shareholders as a class ; controlling shareholders as a class and other corporate constituencies, such as corporate creditors and employees. After identifying the common set of legal strategies used to address these agency problems and discussing their interaction with enforcement institutions, it illustrates how a number of core jurisdictions around the world deploy such strategies. In so doing, the book highlights the many commonalities across juridictions and reflects on the reasons why they may differ on specific issues.

DON Professorship-KPMG.