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The Economics of Financial Markets and Institutions
From First PrinciplesOxford University PressThe Economics of Financial Markets and Institutions is based on introductory lectures on financial economics delivered to master students in law in the Department of Law at the University of Oxford. The aim is to keep the levels of mathematical complexity to a minimum while, at the same time, to aim high, conceptually, emphasizing the close links between financial and economic analysis. The book assumes no previous knowledge of economics; rather economic concepts are developed from first principles, then applied, up front, to the analysis of financial markets and institutions. Though aimed, originally, at an audience of lawyers, the book is suitable for anyone interested in a better understanding of the rich and complex institutional structure of financial markets.
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Company Directors: Principles of Law and Corporate Governance
2nd editionLexisNexisCompany Directors: Principles of Law and Corporate Governance is a detailed, scholarly and comprehensive analysis of corporate law and governance principles as they relate to Australian company directors.
This major work of over 1300 pages is an invaluable addition to existing Australian corporate law knowledge, and is an essential resource for practising lawyers, company directors, company secretaries, inhouse counsel and academics, as well as those with an interest in company directors and corporate governance.
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Climate Finance
NPV PublishingIf your work deals with finance, you must understand how the real-world impacts of climate change are reshaping stakeholders’ expectations. Businesses cannot sit back and be passive spectators of the government’s actions. Rather, they need to participate in efforts to combat climate change and contribute in different ways. Many long-term investors are increasingly concerned that failure to act could endanger the long-term returns on their assets. BlackRock CEO Larry Fink has already issued several warnings in letters to shareholders.
Climate Finance will help you act in a positive way. It provides a comprehensive overview of climate-related financial issues. Finance is about linking demand for capital to suppliers of capital. Defined in this broad sense, finance (including financial players such as shareholders, debtholders, capital markets, regulators/central banks, and boards) has an important role to play in tackling the challenges ahead. The book covers every aspect of climate-related finance and disentangles the complex layers of decision-making around it.
Prof. Fernandes delivers, in very comprehensive terms, a pragmatic finance bible indispensable for any manager. Finance experts will learn a lot about ESG, and ESG experts will acquire the solid finance foundation they need to understand how these two areas complement each other. This green finance bible comes at the right moment to make sure that all stakeholders are aligned in terms of knowledge and expectations.
— Michel Demaré, Chairman of the Board of Astrazeneca, non-executive director of Vodafone and Louis Dreyfus Company, Chairman of IMD. Former CFO of ABB, and ex Vice-Chairman of the Board of UBSOur success in the transition to a sustainable economy will define our generation. Ensuring an adequate financing for such transition is key. This book provides an excellent and thorough overview of the areas and the challenges confronting the financial industry to help in that process. Any person interested in how finance will evolve in the coming years should be interested in this book.
— José Manuel Campa, Chairperson of the European Banking Authority (EBA)How should trillions of dollars of private capital be mobilized to tackle climate change? It is an extremely important moral question with global ramifications. Thankfully, Nuno Fernandes has written the book we have been waiting for. It is timely and relevant for corporate officers, shareholders, bondholders, asset managers and owners, regulators, and bankers. He proves throughout the book just how financial decision-making and climate-change-related risks are inextricably linked.
— Andrew Karolyi, Charles Field Knight Dean and Harold Bierman Jr. Distinguished Professorship in Management, Cornell SC Johnson College of Business, Cornell UniversityThis holistic yet nuanced book sheds new light on the often-obscure world of climate finance. Nuno Fernandes offers a balanced perspective on the funding gap between investors (of all shapes and sizes) and the climate emergency, highlighting concrete options for actors on both the demand and supply sides. As an advocate for sustainable finance, I wholeheartedly recommend Climate Finance to anyone who cares about strengthening the links between funding and sustainability – which, given the severity of the climate crisis, should be all of us.
— Geraldine Matchett, Co-CEO and CFO, Royal DSMESG is the latest expansion of a CFO’s role in the roaring 2000s. Climate Finance offers a one-stop shop to explain how finance can impact the ESG agenda and ultimately create a brighter future.
— Alexandre Pouille, Europe CFO, AB InBevClimate change is the challenge of this century and has become the dominant issue shaping finance. Close to 40% of global financial assets are now managed with an eye to environmental and climate impacts. Nuno Fernandes provides the most cutting-edge and complete coverage of all the main climate finance issues. The book is very approachable with clear takeaways. It is a perfect introduction for practitioners and MBA students looking to deepen their knowledge of this important area.
— Patrick Bolton, Professor of Finance, Columbia Business School -
The European Corporation
Ownership and Control after 25 Years of Corporate Governance ReformsCambridge University PressThe product of a long-standing collaboration and recent collective research effort by members of the CGEUI network, The European Corporation makes an important contribution to the ongoing debate over convergence to the Anglo-Saxon model of corporate governance and persistence in corporate governance and law in Europe. This book fills the gap in the debate, and literature's lack of country-specific evidence on the evolution of ownership and control which has proven to be a serious impediment to both legal and economic analysis and evidence-based policymaking. It provides systematic and comparable accounts of ownership and control structure change (respectively persistence) in large firms across Europe over the decades following the 'global corporate governance revolution' in the 1990s. Focusing on countries in Europe's four main regions, this volume presents and discusses the net effects of the interplay between the 'global corporate governance revolution' and of its main countervailing forces in Europe.
Klaus Gugler
Professor of Economics and Head of the Research Institute for Regulatory EconomicsUniversity of ViennaResearch MemberEvgeni Peev,WU Vienna University of Economics and BusinessGugler and Peev have put together an essential collection for corporate governance research in Europe. By documenting changes in ownership structure since the 1990s, the book updates what we know about corporate control in key jurisdictions. Each chapter supplements the empirical results with careful qualitative analysis – based on the critical economic and political theories – to document the factors driving or impeding change.
— Martin Gelter - Fordham University School of Law (New York)As the 21st century got underway, there was much speculation that European corporate governance was being transformed. What has happened in the years since? This volume offers numerous intriguing data-driven insights regarding share ownership patterns.
— Brian R. Cheffins - Professor of Corporate Law, University of Cambridge -
Research Handbook on Shareholder Inspection Rights
A Comparative PerspectiveEdward ElgarShareholder inspection rights form an important tool for shareholder protection. They offer shareholders seeking information private access to specific books and records of the company that are otherwise not publicly available. While there has been a discourse on the topic in some jurisdictions such as Delaware (USA), it has not received scholarly treatment at an international level. This Research Handbook seeks to alter that, and signifies the first endeavor to engage in a comprehensive and comparative analysis of shareholder inspection rights across 19 different jurisdictions representing five continents.
Themes emerging from the study include the historical evolution of inspection rights, the statutory design of the inspection regime, how inspection rights interact with disclosure norms under securities regulation, and the manner in which inspection rights are actually utilized by shareholders. While there is some commonality among jurisdictions, the larger story is one of divergence, which is understandable since local needs tend to drive the design and operation of the regime.
The Research Handbook on Shareholder Inspection Rights is invaluable to academics, scholars, and students working in the area of corporate law and governance, legal practitioners working in corporate law and, in particular, shareholder litigation and regulators and government bodies overseeing the corporate sector, including corporate and securities regulators.Contributors
Jan Andersson, Tim Bowley, Pierre-Henri Conac, James D. Cox, Hans De Wulf, David C. Donald, Paolo Giudici, Marcelo Godke Veiga, Gen Goto, María Gutiérrez Urtiaga, Brenda Hannigan, Jonathan Hardman, Jennifer G. Hill, Robin Hui Huang, Neha Joshi, Kon Sik Kim, Kenneth J. Martin, Peter Molk, Dan W. Puchniak, Poonam Puri, Francisco Reyes Villamizar, Maribel Sáez Lacave, Samantha Tang, Christoph Teichmann, Randall S. Thomas, Christoph Van der Elst, Umakanth Varottil, Marcelo Vieira von Adamek
Randall Thomas
John S. Beasley Professor of Law and BusinessVanderbilt University Law School and Owen School of ManagementResearch MemberPierre-Henri Conac
Professor of Commercial and Company LawFaculty of Law, Economics and Finance, University of LuxembourgResearch MemberMaría Gutiérrez Urtiaga
Associate ProfessorDepartment of Business and Finance, Universidad Carlos III de MadridResearch MemberThe book is a collection of contributions penned by legal or policy experts who provide a substantive analysis of the field of shareholders’ inspection rights. It is a very coherent piece of work offering an in-depth analysis of the law, case-law and cultural background of the rights in question. It offers a notable contribution to the understanding of this important and complex area. The book is successful in its attempt to present a multi-layered yet coherent analysis of shareholders and their rights. It is an essential reading on the institutional architecture and trans-border nature of companies. Therefore, this book is highly recommended for anyone interested in this field as it is a powerful guide to the complex questions raised when examining shareholders’ rights.
— Marios Koutsias, BACL blog (British Association of Comparative Law)This volume brings together experts from around the world to undertake the first systematic comparative analysis of shareholder inspection rights, which are an important element in corporate governance and shareholder litigation. Given the increase in shareholder participation, stewardship and activism globally, the volume is of immense relevance to scholars and practitioners of corporate law and governance.
— GUO Li, Peking University Law School, China -
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The Art and Practice of Corporate Governance
Independently publishedThe Art and Practice of Corporate Governance examines the central issues of corporate governance today, including board effectiveness, compensation and incentives, organizational risk, succession planning, activism, and ESG. Written in a clear and direct style by two well-known researchers, each chapter explores a specific topic within corporate governance, weaving together compelling stories and practical research to illustrate the factors that drive good and bad outcomes. This book is a must-read for executives, directors, shareholders, and anyone else interested in learning how companies are run and how to improve their performance.
David Larcker
James Irvin Miller Professor of AccountingStanford Graduate School of BusinessResearch MemberBrian Tayan -
The Making of the Modern Company
Bloomsbury PublishingThis book adopts a historical perspective to highlight, and bring back into focus, the key features of the modern company. A central argument in the book is that legal personhood attaching to an entity containing a corporate fund seeded by shareholders is a direct and inevitable consequence of limited liability and the company's status as a separate legal entity from its shareholders. Management by a board subject to legal duties to the company as an entity that can exist in perpetuity facilitates a long term perspective by the board that can accommodate both shareholder and stakeholder interests. These defining characteristics differentiate the modern company from other business forms.
The Making of the Modern Company applies a 21st-century lens to the corporation through its history to identify turning points in its development. It sets out how key features emerged in the course of two separate developmental cycles in English corporate law: first with the English East India Company in the 17th century, and then with general incorporation statutes in the 2nd half of the 19th century. The book's historical perspective highlights that the key features are part of the 'secret sauce' of modern companies. Each cycle coincided with unparalleled periods of economic success associated with corporate activity
This book will be of interest to corporate law and governance academics, theorists and practitioners, those who study the company from related disciplines, and anyone who questions why uncertainty still exists about the structure of a legal form that has been described as 'amongst mankind's greatest inventions'.Susan Watson
Dean, University of Auckland Business School, Professor of Law, University of Auckland Faculty of LawUniversity of AucklandResearch Member -
The Problem of 12
When a Few Financial Institutions Control EverythingColumbia Global ReportsThe forces behind an economic and political crisis in the making
A “problem of twelve” arises when a small number of institutions acquire the means to exert outsized influence over the politics and economy of a nation.
The Big Four index funds of Vanguard, State Street, Fidelity, and BlackRock control more than twenty percent of the votes of S&P 500 companies—a concentration of power that’s unprecedented in America. Then there’s the rise of private equity funds, such as the Big Four of Apollo, Blackstone, Carlyle, and KKR, which have amassed $2.7 trillion of assets, and are eroding the legitimacy and accountability of American capitalism—not by controlling public companies, but by taking them over entirely, and removing them from public disclosure and scrutiny.
This quiet accumulation in the last few decades represents a dramatic transformation in how the American economy operates—a sea change that few of us have noticed and all of us need to consider. Harvard law professor John Coates forcefully calls our attention to what is sure to be one of the major political and economic issues of our time.
John Coates
John F. Cogan, Jr. Professor of Law and Economics, Research Director, Center on the Legal ProfessionHarvard Law School / Harvard Business SchoolFellow, Research MemberPower without accountability, Coates argues, is always dangerous. And he is right.
— New York TimesA fascinating insight into a paradox at the heart of liberal democracies.
— Financial TimesA powerful argument for thoroughly revising how the chief players in the financial world are regulated.
— Kirkus ReviewsCapitalism is determined by who controls capital. John Coates draws on a lifetime of experience and study to make a compelling case that American capitalism part way into the twenty-first century is dominated by a dozen insufficiently accountable institutions. His pathbreaking analysis and recommendations deserve the attention of all who care about our economic future.
— Lawrence H. Summers, Frank and Denie Weil Director of the Mossavar-Rahmani Center for Business and Government, Charles W. Eliot University Professor, Harvard Kennedy SchoolThe political dangers arising from concentrated economic power are a recurrent theme in American history. Coates’ book provides an essential tutorial on the influence of a small number of private financial institutions, and the answers needed for our own reckoning with concentrated financial power.
— Tim Wu, author of The Curse of Bigness, former special assistant to President Biden for technology and competition policyThe problem of concentrated power in a few hands is one that we should all be deeply worried about. John Coates provides a compelling account of how the growing influence of index funds and private equity is making this problem much worse in ways that most of us do not even realize, not least because the activities of the key players are shrouded in mystery. The book is a wake-up call for all who are concerned about the future of American capitalism.
— Oliver D. Hart, Lewis P. and Linda L. Geyser University Professor, Harvard University, winner of the Nobel Memorial Prize in Economic Sciences -
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