Anatomy of Corporate Law
A Comparative and Functional Approach
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- '… will lay the groundwork for the corporate law debates of the coming decade… It is hard to overstate the significance of this project… The great virtue of The Anatomy of Corporate Law is that its typology of strategies provides a simple, user-friendly way to compare the corporate law regimes of a wide range of different countries… almost as remarkable as the typology itself is the clarity and elegance of the analysis.' -Yale Law Journal
- '… to a remarkable extent, The Anatomy of Corporate Law reads as if it were written by a single author… It has the same clear, streamlined tone throughout.' -Yale Law Journal
- '… the book's ten-part anatomy will soon become the lingua franca of corporate law discourse.' -Yale Law Journal
- 'The Anatomy of Corporate Law is likely to have a particularly profound influence on the corporate finance literature… A great virtue is that it provides a simple set of tools for understanding all of corporate governance, and thus offers precisely the kind of tractability that economists look for. Given that it is both simple and comprehensive, the authors' ten-part typology will appeal at least as much to economists as to legal scholars.' -Yale Law Journal
- 'The Anatomy of Corporate Law is the most important corporate law book of the decade… The ten-part typology will provide the next generation of corporate law scholars and policymakers with a framework for understanding the characteristic dilemmas of corporate enterprise. For comparative corporate law scholarship, the future starts here.' -Yale Law Journal
This book is an analytical overview of the function of corporate (or company) law, based upon a comparison of the principal European jurisdictions, the US, and Japan. The authors conclude that the main function of corporate laws is to address conflicts of interests (between managers, shareholders, and third parties such as employees or creditors) and, despite economic and social diversity, that the legal strategies employed in the various jurisdictions to deal with these conflicts are surprisingly similar.
Readership: Academics and scholars of company law, corporate law, business, finance and economics. Corporate lawyers, and judges dealing with business law.
Preface; 1. Agency Problems and Corporate Law; 2. Strategies for Mitigating Agency Problems; 3. The Basic Governance Structure; 4. Creditor Protection; 5. Related Party Transactions; 6. Significant Corporate Actions; 7. Control Transactions; 8. Issuers and Investor Protection; 9. Beyond the Anatomy
Reinier Kraakman and Paul Davies and Henry Hansmann and Gérard Hertig and Klaus J. Hopt and Hideki Kanda and Edward B. Rock