The Enlightened Shareholder Value principle and Corporate Social Responsibility are areas of increasing academic and research interest. However, discussions on the ESV principle in relation to CSR are very limited. This book provides a critical analysis of the impact of the concept of ESV, embedded in the Companies Act 2006, on CSR and explores the scope for reform. Along with analysing existing empirical research, it presents the findings of an empirical study conducted to determine whether the concept of ESV is capable of promoting or assisting CSR. The book also examines whether implementing an ESV approach has had any impact on the CSR practices of multinational corporations that originate in the UK and operate in developing nations, as in order to assess whether the ESV principle links to CSR both its domestic and international impact need to be considered. This analysis was undertaken through the lens of a case study on the ready-made garment industry in Bangladesh, with some focus on the Rana Plaza factory disaster. This study also assists in demonstrating the changes that need to be made to improve the current situation. Lastly, the book addresses the need for reform in the area and provides possible suggestions for reform. This interdisciplinary book will be of great interest to students and scholars of corporate law, corporate governance and business studies in general as well as policymakers, NGOs and government departments in many countries around the world working in the fields of CSR, sustainability and global supply chains.

This book analyses the dichotomy between the goal of social inclusion and the effect of social exclusion through over-indebtedness since 2008 in Europe. Filling a vital gap in the current literature on the effects of the financial and economic crisis, this volume puts into context academic discussion with the real-life dimension of over-indebtedness. Reports from six European countries provide socio-economic and legal information on over-indebtedness as well as the regulatory and judicial responses to the problems entailed by over-indebtedness. They form the empirical background for five analyses of different aspects of the inclusion-exclusion dichotomy. It becomes clear that in the context of credit expansion, individual over-indebtedness has turned into a social issue, which the current design of the consumer credit and mortgage system in Europe has helped to produce while disregarding the consequential danger of social exclusion.

This book looks at mass tort litigation in a variety of formats including lawsuits against manufacturers and Big Pharma. The authors argue that without the personal injury bar, outrageous examples of rampant corporate greed would continue to this day. The author references many class actions such as the exploding Pinto, Agent Orange, the Opioid epidemic, concussions in the NFL, and the Boeing 737 Max scandal. Text reform zealots argue that these lawsuits are bogus and detrimental to the American way of life. This is, of course, ridiculous. The authors argue that attorneys are the only means to alleviate the excesses of corporate greed by showing multiple cases of mistakes that were purposefully ignored because of the quest for corporate gain. Big corporations live by a cost/benefit analysis that allow and even foster the inevitable lawsuit which results from their greed.

This edited collection on international commercial and investment disputes in, and with, India examines past and present landmark legislative and regulatory reforms initiated by the Indian government, including the 2015 new Bilateral Investment Treaty (BIT) model, the 2015 amendments to the 1996 Arbitration Act and the 2013 amendments to Section 135 of the Companies Act on Corporate Social Responsibility (CSR), as well as the most recent amendments to the same. The book also includes recent developments in the dispute resolution arena, regional, and international negotiations involving India, the legal profession's response to these developments, and civil society's comments. In addition, it addresses contemporary problems of key importance and at the centre of today's discussions, from the legitimacy and relevance of Investor-State Dispute Settlement (ISDS) to the denunciation of Bilateral Investment Treaties (BITs), and the role arbitration should play in emerging economies now leaders in world trade. In creating bridges between commercial and investment arbitration, it also renews the conceptual approach to these too often artificially isolated fields of law. The volume provides an accurate and updated account of the many fascinating conceptual and practical evolutions, which already impact the world of international dispute resolution far beyond the borders of India. This unique and exhaustive study will be of great appeal to a vast range of readers from practitioners to academia.

A consensus has emerged that corporations have societal and environmental responsibilities when operating transnationally. However, how exactly corporations can be held legally accountable for their transgressions, if at all, is less clear. This volume inquires how regulatory tools stemming from international law, public law, and private law may or may not be used for transnational corporate accountability purposes. Attention is devoted to applicable standards of liability, institutional and jurisdictional issues, and practical challenges, with a focus on ways to improve the existing legal status quo. In addition, there is consideration of the extent to which non-legal regulatory instruments may complement or provide more viable alternatives to these legal mechanisms. The book combines legaldoctrinal approaches with comparative, interdisciplinary, and policy insights with the dual aim of furthering the legal scholarly debate on these issues and enabling higher quality decision-making by policymakers seeking to implement regulatory measures that enhance corporate accountability in this context. Through its study of contemporary developments in legislation and case law, it provides a timely and important contribution to the scholarly and sociopolitical debate in the fastevolving field of international corporate social responsibility and accountability.

This monograph provides a comprehensive analysis of corporate opportunities doctrines from a comparative perspective. It looks at both common law and civil law rules and relies to a large extent on a law and economics approach. This book broadens the conventional view on corporate opportunities, a vital step in light of the adoption of corporate opportunities rules in civil law jurisdictions and in light of investors' ever-changing strategies. This approach considers institutional complementarities and especially industrial complementarities. The book thus explores several jurisdictions and their economic and industrial environments, whilst also assessing the impact of globalisation onto legal reform. Furthermore, it analyses the problems related to the application of corporate opportunities rules to cross-border venture capital. In normative terms, the book advances one main stance, articulated in three points: first, it proposes different sanctions for undisclosed and disclosed misappropriations, supporting the core idea that sanctions should be set against disclosure and not authorisation. Secondly, it advances the idea that sanctions against undisclosed misappropriations should be more severe than the ones presently applied. Thirdly, it considers the possibility of a more flexible treatment of disclosed misappropriations. This study is positioned at the intersection of several fields, providing a lens into a much broader range of dynamics that will be of interest to a varied international readership, and offering a window into the broader institutional dynamics at work in centres of innovation (eg Silicon Valley and industrial districts in other jurisdictions). It is rooted in law and economics, but the emphasis is placed on how corporate opportunities rules fit within a broader set of institutional dynamics that affect innovation, industrial efficiency, and economic competitiveness.

Business law is a vast, challenging and often complex subject incorporating legal jurisdictions including company law; contract law; the English legal system and its interaction with the European Union; employment relations; and tortious liability. The very nature of having to quickly understand these jurisdictions, at least to a standard to pass assessments let alone applying these in business scenarios, can prove daunting to any student.

It is essential that students view these separate areas of law as interrelated and understand how they may affect each of the trading structures in which a business operates. "Beginning Business Law" provides an introduction to the relevant laws in a straight-forward, no-nonsense way. It presents the main areas of law, setting them out with clarity and identifying the salient points that may then be applied in a business context. This enables the relevance of the law to future business-related careers to be highlighted and reinforced.

Features to aid learning and understanding are used throughout. The textbook incorporates various pedagogic features such as diagrams, flow-charts, and on the spot questions to facilitate learning.

"A Comparative Analysis of Corporate Fraud: Book Four" examines corporate fraud in the United Kingdom compared with that of two civil law neighbouring countries, France and Germany, as well as the United States. The objective of the study is to discover how fraud occurs, how the two different legal systems treat fraud, contributing factors, and if recommendations were made to authorities in an attempt to combat this illegal activity.

The UK can learn much from the French legal system and the way France prosecutes corporations. Germany's Criminal Code is equally comprehensive in its prescriptive definitions of fraud, especially corporate fraud. Although the UK is striving for a general law against fraud, the UK Fraud Offence Bill is very inadequate, lacking detailed solutions. The UK has become entrenched in upholding legal privilege, bowing to intense lobbying by the legal profession. And the use of electronic evidence, vital in prosecuting modern corporate fraud, remains overlooked.

The attitude toward corporate fraud in the UK remains laissez-faire. By analysing corporate fraud in the US, France, and Germany, author Sally Ramage highlights examples that the UK can take from these countries that combat corporate fraud without derogation of established international human rights.

This book tracks the phenomenon of international corporate personhood (ICP) in international law and explores many legal issues raised in its wake. It sketches a theory of the ICP and encourages engagement with its amorphous legal nature through reimagination of international law beyond the State, in service to humanity. The book offers two primary contributions, one descriptive and one normative. The descriptive section of the book sketches a history of the emergence of the ICP and discusses existing analogical approaches to theorizing the corporation in international law. It then turns to an analysis of the primary judicial decisions and international legal instruments that animate internationally a concept that began in U.S. domestic law. The descriptive section concludes with a list of twenty-two judge-made and text-made rights and privileges presently available to the ICP that are not available to other international legal personalities; these are later categorized into 'active' and 'passive' rights. The normative section of the book begins the shift from what is to what ought to be by sketching a theory of the ICP that - unlike existing attempts to place the corporation in international legal theory - does not rely on analogical reasoning. Rather, it adopts the Jessupian emphasis on 'human problems' and encourages pragmatic, solution-oriented legal analysis and interpretation, especially in arbitral tribunals and international courts where legal reasoning is frequently borrowed from domestic law and international treaty regimes. It suggests that ICPs should have 'passive' or procedural rights that cater to problems that can be characterized as 'universal' but that international law should avoid universalizing 'active' or substantive rights which ICPs can shape through agency. The book concludes by identifying new trajectories in law relevant to the future and evolution of the ICP. This book will be most useful to students and practitioners of international law but provides riveting material for anyone interested in understanding the phenomenon of international corporate personhood or the international law surrounding corporations more generally.

Advances in Mergers and Acquisitions stands out from the competition due to its focus on three key characteristics: studies from scholars in different countries, with different research questions, relying on different theoretical perspective. Such a broad and inclusive approach to mergers and acquisitions is not easily replicated in academic journals, with much narrower mandates and metrics. The chapters published in this volume provide cutting edge ideas by leading scholars and help to inform mergers and acquisitions research around the world. Volume 19 of this annual series explores a range of issues that include: mergers waves, roll-up acquisitions, hostile takeovers, M&A experience, and decision-making, corporate governance, and innovation in mergers and acquisitions. This book is of interest to scholars in strategic management, organization theory, and organizational behaviour who are studying questions around mergers and acquisitions. Doctoral students in particular will benefit from access to the diversity of research that can trigger new research questions and expanded research agendas.

This book explores the intersection of two emergent and vibrant fields of study in international human rights law: transitional justice and corporate accountability for human rights abuses. While both have received significant academic and political attention, the potential links between them remain largely unexplored. This book addresses the normative question of how international human rights law should deal with corporate accountability and violations of economic, social and cultural rights in transitional justice processes. Drawing on the Argentinian transitional justice process, the book outlines the theoretical and practical challenges of including corporate accountability in transitional justice processes through existing mechanisms. Offering specific insights about how to deal with those challenges, it argues that consideration of the role of all actors, and the whole spectrum of human rights violated, is crucial to properly address the root causes of violence and conflict as well as to contribute to a sustainable and positive peace. This interdisciplinary book will be of interest to students and scholars of transitional justice, human rights law, corporate law and international law.

This book analyzes the multi-faceted scandal that has tarnished the reputation of the United Auto Workers (UAW), an iconic union revered for its commitment to union democracy and ethical practices, showing what went wrong to lead the spread of corruption and how to remedy it. Masters and Goeddeke provide a historical context of the rise and decline of the UAW, leading to "a culture of corruption" and resulting in the indictment or conviction of 15 union and corporate officials for the misuse of tens of millions of dollars. The book evaluates the various proposed reforms of the UAW's financial practices and ethical standards, including the possibility of a government takeover. It raises questions about the wisdom of such a takeover, based on the problems associated with the government takeover of the Teamsters. The authors recommend that the UAW convene a special constitutional convention to consider reforms in governance and hiring practices. Providing a clear depiction of this scandal and the UAW's systemic flaws, and suggesting potential remedies, this book will appeal to the tens of thousands of union officers and members keenly interested in the state of labor and an iconic union, their corporate counterparts in management, academics, students, and journalists in the fields of business and society, employee relations, law, labor relations, and management.

This book looks at two technological advancements in the area of e-commerce, which dramatically seem to change the way consumers shop online. In particular, they automate certain crucial tasks inherent in the 'shopping' activity, thereby relieving consumers of having to perform them. These are shopping agents (or comparison tools) and automated marketplaces. It scrutinizes their underlying processes and the way they serve the consumer, thereby highlighting risks and issues associated with their use. The ultimate aim is to ascertain whether the current EU regulatory framework relating to consumer protection, e-commerce, data protection and security adequately addresses the relevant risks and issues, thus affording a 'safe' shopping environment to the e-consumer.

Through further technological development and increased globalization, conducting busines abroad has become easier, especially for Small and Medium Enterprises (SME). However, the legal issues associated with international commerce have not lessened in complexity, including the role of non-state rules. The book provides a comprehensive analysis of non-state rules in international commercial contracts. Non-state rules have legal authority in the national and international sphere, but the key question is how this legal authority can be understood and established. To answer this question this book examines first what non-state rules are and how their legal authority can be measured, it then analyses how non-state rules are applied in different scenarios, including as the applicable law, as a source of law, or to interpret either the law or the contract. Throughout this analysis three other important questions are also answered: when can non-state rules be applied? when are they applied? and how are they applied? The book concludes with a framework and classification that leads to a deeper understanding of the legal authority of non-state rules. Providing a transnational perspective on this important topic, this book will appeal to anyone researching international commercial law. It will also be a valuable resource for arbitrators and anyone working in international commercial litigation.

Ideas are the fuel of industry and the entertainment business. Likewise, manufacturers receive suggestions for new products or improvements to existing products, and retailers frequently receive ideas for new marketing campaigns. Many ideas are not new and may be used by anyone without the risk of incurring any legal liability, but some ideas are novel and valuable. If the originator of a potentially useful idea does not have the financial resources to exploit the idea, he or she may submit it to another, with the expectation of receiving compensation if the idea is used. Although an extensive body of intellectual property law exists to protect the rights of inventors, authors, and businesses that own valuable brands or confidential proprietary information, raw ideas receive no protection. Nevertheless, the originator of a potentially useful and marketable idea is not without legal recourse. The courts have developed, through a long line of common law precedents, legal protection for novel and concrete ideas under certain circumstances. The originator of an idea can rely on contract law, whereby the recipient may expressly or impliedly agree to pay for the idea. Alternatively, if the idea is disclosed in confidence, its unauthorized use by the recipient allows the originator of the idea to recover compensation. Finally, some courts have treated the ownership of ideas as quasi-property rights.

Looking at key questions of how companies are held accountable under private law, this book presents a succinct and accessible framework for analysing and answering corporate attribution problems in private law. Corporate attribution is the process by which the acts and states of mind of human individuals are treated as those of a company to establish the company's rights, duties, and liabilities. But when and why are acts and states of mind attributed in private law? Drawing on a wide range of material from across the disparate areas of company law, agency law, and the laws of contract, tort, unjust enrichment, and equitable obligations, this book's central argument is that attribution turns on the allocation and delegation of the company's own powers to act. This approach allows for a much greater and clearer understanding of attribution. A further benefit is that it shows attribution to be much more united and coherent than it is commonly thought to be. Looking at corporate attribution across the broad expanse of the common law, this book will be of interest to lawyers across the common law world, including the United Kingdom, Australia, Canada, and Singapore.

This book draws together themes in business model developments in relation to decentralised business models (DBMs), sometimes referred to as the 'sharing' economy, to systematically analyse the challenges to corporate and organisational law and governance. DBMs include business networks, the global supply chain, public-private partnerships, the platform economy and blockchain-based enterprises. The law of organisational forms and governance has been slow in responding to changes, and reliance has been placed on innovations in contract law to support the business model developments. The authors argue that the law of organisations and governance can respond to changes in the phenomenon of decentralised business models driven by transformative technology and new socio-economic dynamics. They argue that principles underlying the law of organisations and governance, such as corporate governance, are crucial to constituting, facilitating and enabling reciprocality, mutuality, governance and redress in relation to these business models, the wealth-creation of which subscribes to neither a firm nor market system, is neither hierarchical nor totally decentralised, and incorporates socio-economic elements that are often enmeshed with incentives and relations. Of interest to academics, policymakers and legal practitioners, this book offers proposals for new thinking in the law of organisation and governance to advance the possibilities of a new socio-economic future.

This book analyzes the specifics of corporate governance of China's State Owned Enterprises (SOEs) and their assessment under EU merger control, which is reflected in the EU Commission's screening of the notified economic concentrations. Guided by the going global policy and the Belt and Road Initiative, Chinese SOEs have expanded their global presence considerably. Driven by the need to acquire cutting edge technologies and other industrial policy considerations, Chinese SOEs have engaged in a series of corporate acquisitions in Europe. The main objective of this book is to demonstrate the conceptual and regulatory challenges of applying traditional merger assessment tools in cases involving Chinese SOEs due to the specifics in their corporate governance and the regulatory framework under which they operate in China. The book also explores the connection between the challenges experienced by the merger control regimes in the EU and the recent introduction of the EU foreign direct investment screening framework followed by a proposal concerning foreign subsidies. The book will be a useful guide for academics and researchers in the fields of law, international relations, political science, and political economy; legal practitioners dealing with cross-border mergers and acquisitions; national competition authorities and other public bodies carrying out merger control; policy makers, government officials, and diplomats in China and the EU engaged in bilateral economic relations.

This edited collection is an interdisciplinary and international collaborative book that critically investigates the growing phenomenon of Indigenous-industry agreements - agreements that are formed between Indigenous peoples and companies involved in the extractive natural resource industry. These agreements are growing in number and relevance, but there has yet to be a systematic study of their formation and implementation. This groundbreaking collection is situated within frameworks that critically analyze and navigate relationships between Indigenous peoples and the extraction of natural resources. These relationships generate important questions in the context of Indigenous-industry agreements in diverse resource-rich countries including Australia and Canada, and regions such as Africa and Latin America. Beyond domestic legal and political contexts, the collection also interprets, navigates, and deploys international instruments such as the United Nations Declaration on the Rights of Indigenous Peoples in order to fully comprehend the diverse expressions of Indigenous-industry agreements. Indigenous-Industry Agreements, Natural Resources and the Law presents chapters that comprehensively review agreements between Indigenous peoples and extractive companies. It situates these agreements within the broader framework of domestic and international law and politics, which define and are defined by the relationships between Indigenous peoples, extractive companies, governments, and other actors. The book presents the latest state of knowledge and insights on the subject and will be of value to researchers, academics, practitioners, Indigenous communities, policymakers, and students interested in extractive industries, public international law, Indigenous rights, contracts, natural resources law, and environmental law.

The Financial Crisis was a cross-sector crisis that fundamentally affected modern society. Regulation, as a concept, was both blamed for allowing the crisis to happen, but also tasked with developing and implementing solutions in the wake of the crash. In this book, a number of specialists from a range of fields have contributed their insights into the effect of the Financial Crisis upon the regulatory frameworks affecting their fields, how regulators have responded to the Crisis, and then what this may mean for the future of regulation within those industries. These analyses are joined by a picture of past financial crises - which reveals interesting patterns - and then analyses of architectural regulatory models that were fundamentally affected by the Crisis. The book aims to allow sector specialists the freedom to share their insights so that, potentially, a broader picture can be identified. Providing an interesting and thought-provoking account of this societally impactful era, this book will help the reader develop a more informed understanding of the potential future of financial regulation. The book will be of value to researchers, students, advanced level students, regulators, and policymakers.

In modern countries, a company is commonly categorized as either public or privately-held, depending on whether securities are publicly traded on the open market, into a government-owned company or private company depending on government ownership, or a financial company or non-financial company depending on its main business, and so on. Of course, these categories are generally used in Indonesia as well. A unique aspect in Indonesia is that a well-settled legal practice mainly uses a dichotomy of company types that is rarely popular in foreign countries: a company with foreign direct investment (penanaman modal asing, or PMA) or company with 100% domestic direct investment (penanaman modal dalam negeri, or PMDN). Government plans concerning how to differently regulate these companies frequently becomes a national issue, as it is one of the main standards to evaluate how effectively and willingly the Indonesian government develops its economic policies. Laws, regulations, and actual legal practice also treat the two types of companies differently, based on whether a company has a foreign shareholder. Although many foreign countries are also equipped with similar regulations over companies with foreign direct investment, Indonesia distinctively applies this dichotomy for much wider uses for several reasons. This book is designed to assist students, practitioners, and researchers with clear and comprehensive treatment of key concepts in Indonesian company law. Significant business, economic, and policy issues are highlighted together with a thorough analysis of the important statutory provisions and cases used in the study of Indonesian company law. The book includes the major theoretical approaches used in current company law literature and statutory issues are covered under both the 2007 Indonesian Company Act and the 2007 Indonesian Capital Investment Act. The book will be an essential reference for investors and businesses contemplating entering the Indonesian Market.

This open access volume of the AIDA Europe Research Series on Insurance Law and Regulation brings together contributions from authors with different legal cultures. It aims to identify the legal issues that arise from the intersection of two disciplines: insurance law and corporate/company law. These legal issues are examined mainly from the perspective of European Union (EU) law. However, there are also contributions from other legal systems, enriching the perspective with which to approach these issues.

Through a rational reconstruction of orthodox legal principles, and reference to cutting-edge neuro-science, this book reveals some startling truths about the criminal law, its history and the fundamental doctrines that underpin the attribution of criminal fault. While this has important implications for the criminal law generally, the focus of this work is the development of a theory of corporate criminality that accords with modern theory of group agency, itself informed by advancements in contemporary philosophy and social science. The innovation it proposes is the theoretical and practical means by which criminal fault can be attributed directly to the corporate actor, where liability cannot or should not be reduced to its individual members.

The Routledge Handbook of Corporate Law provides an accessible overview of current research in the field, from an international and comparative perspective. In recent years there has been an explosion of corporate law research, as this area of law continues to develop rapidly throughout the world. Traditionally, Anglo-American corporate law theory has dominated debates and publications; however, this handbook readdresses the balance by exploring the treatment of corporate law in both Europe and Asia, as well developments in the US and UK. Bringing together a wide range of key thinkers in the field, this volume is divided into three main parts: Thinking about corporate law Corporate law principles and governance Some cross-cultural comparisons Providing up-to-date and authoritative articles covering all the key aspects of corporate law, this reference work is essential reading for advanced students, scholars and practitioners in the field.