000			02437cam a2200205 i 4500
008			160523s2016 enk b 001 0 eng
020			_a9780190496678
082			_a346.0664 _bBAI.C
100	1		_aBainbridge, Stephen M.
245	1	0	_aCorporate governance after the financial crisis / _cStephen M. Bainbridge.
250			_aOxford University Press paperback edition.
260			_aOxford _bOxford University Press _c2016
300			_ax, 295 pages ; _c24 cm.
500			_aIncludes postscript to the paperback edition.
504			_aIncludes bibliographical references and index.
520			_aWhat Is Corporate Governance? The Crises and the Federal Responses The Plan of the Work A Note on Omissions 1.Who Makes the Rules? Does Delaware Compete Horizontally? The Emergence of the North Dakota Alternative Delaware's Vertical Competition Where Was Delaware During the Crises? Quack Federal Corporate Governance Regulation 2.The Board's Role The Board's Traditional Functions The Rise of the Monitoring Board Codifying the Monitoring Model Assessing the Monitoring Model Boards After the Crises Why a Board? 3.Director Independence Director Independence in State Law Director Independence in the Stock Exchange Listing Standards and the Sarbanes-Oxley Act The Uncertain Case for Director Independence Incentivizing the Independents What Have We Lost? Did the Fetish for Independence Contribute to the Financial Crisis? A Note on CEO/​Chairman Duality 4.Executive Compensation Contents note continued: Why Do We Care? Executive Compensation under State Corporate Law Executive Compensation Regulation under Sarbanes-Oxley and Dodd-Frank 5.Internal Controls The Audit Committee Internal Controls Internal Controls -State Law -Sarbanes-Oxley -Risk Management 6.The Gatekeepers The Auditors The Lawyers 7.Shareholder Empowerment Shareholder Rights in State Law Bylaw Amendment via Shareholder Proposal Majority Voting Proxy Expense Reimbursement Proxy Access Assessing Shareholder Empowerment If Investors Valued Governance Participation Rights, the Market Would Provide Them A Note on Proxy Advisory Firms A Note on the Government as Shareholder Conclusion The Global Impact of Federalizing Corporate Governance Can Anything Be Done?
650		0	_aCorporate governance _xLaw and legislation _zUnited States.
650		0	_aGlobal Financial Crisis, 2008-2009.
942			_2ddc _cB
999			_c585871 _d585871