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Capital Markets and Company Law

Edited by Klaus J Hopt


In Capital Markets and Company Law, the contributors attempt to investigate the relationship between company law, securities markets and securities regulation, or 'Capital Market Law'. This is an interdisciplinary project, involving scholars and practitioners of law and economics, policy makers, and corporate finance and management specialists from both sides of the Atlantic. It illustrates the increasing competitive pressure under which regulatory systems are developing, driven by market forces and regulatory competition. As markets are increasingly moulding the framework, the question arises to what extent a global regulatory system is being developed. European company law harmonization will increasingly have to take account of these market forces. These essays by prominent EU and US specialists in their fields offer an up-to-date and detailed analysis of a range of complex issues. Subjects include Corporate Governance and Shareholder Value, The Institutional Investor, He Corporate Governance Recommendations, and Harmonisation of company law. This volume is the natural sucessor to the 1999 'Comparative Corporate Governance'. By the same editors, and featuring many of the same contributers, Capital Markets and Company Law Markets takes the subject to the next level.
1. Facts and Figures 1.1. The Equity Markets, Ownership Structures and Control: Towards an International Harmonisation?, Christoph Van Der Elst 1.2. Recent Developments in the Market for Markets for Financial Instruments, Stefan Prigge 1.3. European Disclosure for the New Millennium, Marco Becht 2. Legal Capital 2.1. The Rules of Capital Under Pressure of the Securities Markets, Friedrich Kubler 2.2. Legal Capital Rules and Modern Securities Markets - The Case for Reform, as Illustrated by the UK Equity Markets, Eilis Ferran 2.3. Legal Capital Rules and the Structure of Corporate Law: Some Observations on the Differences Between European and US Approaches, Marcel Kahan 3. Disclosure and Accounting 3.1. Financial Disclosure and Accounting, Karel van Hulle 3.2. The Impact of Transparency Regulation on Company Law, Werner F. Ebke 3.3. Audit Within the Framework of Corporate Governance, Peter Nobel 4. Corporate Governance and Shareholder Value 4.1. Shareholder Value and the Modernisation of European Corporate Law, Guido Ferrarini 4.2. Shareholder Value, Company Law and Securities Markets Law: A British View, Paul Davies 4.3. Corporate Governance in Germany, Klaus J. Hopt 4.4. Impact of the Takeovers and Their Regulation on French Company Law and Practice, Laurent Faugerolas 4.5. Shareholder Value: A New Standard for Company Conduct, Christian Kirchner 4.6. Shareholder Value: A New Standard for Company Conduct, Michael Blair 5. The Institutional Investor 5.1. The Changing Role of Institutional Investors - A German Perspective, Wolfgang Gerke, Matthias Bank. and Max Steiger 5.2. Cross-Border Voting in Europe, Jaap W. Winter 5.3. Institutional Investors and Corporate Governance: Solution or Problem?, Jose M. Garrido and Angel Rojo 5.4. Optimism and Pessimism: Complementary Views on the Institutional Investors' Role in Corporate Governance, Jose M. Garrido 6. The Corporate Governance Recommendations 6.1. Do Good Governance Recommendations Change the Rules for the Board of Directors, Jonathan Rickford 6.2. Do Good Governance Recommendations Change the Rules for the Board of Directors?, Guido Rossi 6.3. Do Good Governance Recommendations Change the Rules for the Board of Directors, Ben Pettet 6.4. Do Good Governance Recommendations Change the Rules for the Board of Directors, Lutgart Van Den Berghe 7. Conflicts of Interests 7.1. The Impact of Insider Trading Rules on Company Law, Heinz-Dieter Assmann 7.2. An Institutional Innovation to Reduce the Agency Costs of Public Corporate Bonds: Changing the Role of the Trustee, Yakov Amihud, Kenneth Garbade, and Marcel Kahan 7.3. The Impact of Insider Trading Rules on Company Law, Zohar Goshen 8. Groups of Companies 8.1. Do We Need a Law on Groups of Companies?, Eddy Wymeersch 8.2. Impact of the Financial Markets on Issues of Group Law?, Peter Hommelhoff 8.3. Tunnelling, Simon Johnson, Rafael La porta, Florencio Lopez de Silanes, and Andrei Shleifer 8.4. the Impact of Financial Markets on Issues of Group Law, Marcus Lutter 9. Harmonisation of Company law 9.1. Harmonisation in the Future of Company Law in Europe, Christiaan Timmermans 9.2. Thou Shalt Not Sow Thy Vineyard with Divers Seeds? The Case Against the Harmonisation of Private Law, Uriel Procaccia and Uzi Segal 10. Convergence of Divergence 10.1. The Rise of Dispersed Ownership: The Roles of Law and the State in the Separation of Ownership and Control, John C. Coffee Jr.
`... at the heart of this book lies a string of subjects connected to the present discussions on corporate governance.' International Business Lawyer |d 10/03/2004