Data privacy is becoming ever-more important for firms, not least because it impacts so many areas, including a firm's website, electronic business transactions, HR databases, and customer management. Who is subject to data privacy obligations, and what rights can be asserted? How do social networks affect data privacy requirements? This work provides answers to all questions related to corporate data security.

In recent years, the UN Human Rights Council has approved the 'Respect, Protect, and Remedy' Framework and endorsed the Guiding Principles on Business and Human Rights. These developments have been welcomed widely, but do they adequately address the challenges concerning the human rights obligations of business? This volume of essays engages critically with these important developments. The chapters revolve around four key issues: the process and methodology adopted in arriving at these documents; the source and justification of corporate human rights obligations; the nature and extent of such obligations; and the implementation and enforcement thereof. In addition to highlighting several critical deficits in these documents, the contributing authors also outline a vision for the twenty-first century in which companies have obligations to society that go beyond the responsibility to respect human rights.

Mit dem vorliegenden Werk wird die zweite Auflage der Kommentierung Johann Georg Helms vollendet, die er im Jahre 1986 mit dem Speditionsrecht der AA 407 - 415 HGB begonnen und dem Band zum nationalen Frachtrecht mit den AA 425 - 452 HGB im Jahre 1994 fortgesetzt hatte, beide als Lieferungen zum GroAkommentar HGB und eigenstAndige Sonderausgaben erschienen. Der vorliegende Band behandelt die CMR, das Aoebereinkommen A1/4ber den BefArderungsvertrag im internationalen StraAengA1/4terverkehr. Der CMR kommt insoweit eine besondere, gesteigerte Bedeutung zu, als sie zugleich Grundlage des neuen deutschen Transportrechts im Gesetz zur Neuregelung des Fracht-, Speditions- und Lagerrechts vom 25. Juni 1998, dem Transportrechtsreformgesetz, war. Der Band enthAlt neben der Kommentierung des internationalen Einheitsrechts der CMR unter BerA1/4cksichtigung der deutschen und auslAndischen Rechtsprechung auch weiterfA1/4hrende ErlAuterungen zum aktuellen, nationalen deutschen Transportrecht. Die Neubearbeitung bietet dem Benutzer ein aktuelles und umfassendes Kompendium in der schwierigen Materie des internationalen Transportrechts. Neue Rechtsprechung und Literatur sind eingehend behandelt; die Bearbeitung hat den Bearbeitungsstand MArz 2001, teilweise noch darA1/4ber hinaus.

This book offers up to date insights into the exciting world of China's extensive economic activity through the pervasive and often secretive practice of transfer pricing. It begins with an explanation of transfer pricing itself and goes on to explore how intricately it can infiltrate the trading practices of the commercial lives of both foreign companies in China and Chinese companies expanding to other countries. A review of the main industries in China also considers their possible future uncertainties. China has joined other authorities in actively legislating and organizing a regime to implement its arm's length policy, as related in Part I of the book on concepts and controls. This is then followed by Part 2 which is devoted to a collection of cases showing the breadth and variability of companies actively seeking to maximise their profits, while Part 3 of the book gives a rare record of the order of priorities exercised by one hundred Chinese tax officers engaged in auditing company performance. The book ends with a summary of the future trends, and activities that regulatory authorities are likely to undertake.

Companies Limited by Guarantee is the only book available that deals exclusively with such companies. It provides a complete guide to the formation, administration and winding up of companies limited by guarantee and their suitability for a diverse range of purposes. Further information available soon.

This compelling volume considers three significant modern developments: the ever-changing role of women in society; a significant and growing dissatisfaction with current dominant understandings of corporate governance, corporate law and corporate theory; and the increasing concern to establish sustainable business models globally. A range of female scholars from across the globe and from different disciplines interconnect these ideas in this unique collection of new and thought-provoking essays. Readers are led through a carefully planned enquiry focussing initially on female activism and the corporation, secondly on liberal attempts to include women in business leadership and, finally, on critiquing the modern focus on women as a 'fix' for ethical and unsustainable business practises which currently dominates the corporate world. This collection presents a fresh perspective on what changes are needed to create the sustainable corporation and the potential role of women as influencers or as agents for these changes.

The precedents of the European Court of Justice on companies' rights of establishment have established the principle of mutual recognition (principle of country of origin) in the field of companiesa (TM) rights of establishment as well. This has led to regulatory competition between European (Member State) company laws. However, the actors in the external relationships of a company, namely the creditors, do not participate on principle in the choice of company law. An important objective of this work is therefore to examine the effect that the freedom of choice of law has for these external transaction partners of a company.

Laws prohibiting unilateral anticompetitive conduct have been the subject of vigorous international debate for decades, as policymakers, antitrust scholars and agencies continue to disagree over how best to regulate the market conduct of a single firm with substantial market power. Katharine Kemp describes the controversy over Australia's misuse of market power laws in recent years, which mirrored the international debate in this sphere, and culminated in the fundamental reform of the misuse of market power prohibition under the Competition and Consumer Act 2010 (Cth) in 2017. Misuse of Market Power: Rationale and Reform explains Australia's new misuse of market power law, which adopts an 'effects-based test' for unilateral conduct, and makes a comparative analysis between Australian tests for unilateral anticompetitive conduct and tests from the US and the EU. This text also illuminates the frequently mentioned, but little understood, concept of 'purpose' and its role in framing unilateral conduct standards.

Human Rights, Democracy, and Legitimacy in a World of Disorder brings together respected scholars from diverse disciplines to examine a trio of key concepts that help to stabilize states and the international order. While used pervasively by philosophers, legal scholars, and politicians, the precise content of these concepts is disputed, and they face new challenges in the conditions of disorder brought by the twenty-first century. This volume will explore the interrelationships and possible tensions between human rights, democracy, and legitimacy, from the philosophical, legal, and political perspectives; as well as the role of these concepts in addressing particular problems such as economic inequality, catastrophic risks posed by new technologies, access to health care, regional governance, and responses to mass migration. Comprising essays arising from an interdisciplinary symposium convened at Harvard Law School in 2016, this volume will examine how these trusted concepts may bring order to the global community.

In honor of his retirement from the Max-Planck-Institute for Comparative and International Private Law in Hamburg, this commemorative publication is dedicated by his students to one of the worldwide leading experts on commercial law and author of many significant pieces of work, especially in the fields of trade, corporate and banking law.

This is a compelling guide to law firm M&A that will challenge your thinking. Find out what stops integration working by using the insight of a peer group of Managing Partners. Benefit from their hindsight on themes that are recurrent, this is practical and entirely relatable with useful anecdotes and case studies on best practice. Featuring every key aspect of the M&A process from inception to completion, there is advice on everything from strategy, culture, communications, finance, behaviour of partners and staff, client considerations, marketing and IT which will enable you to plan and focus on successful integration. Inspiring for those considering M&A and insightful for day-to-day management of professional services partnerships.

The increasing importance of corporate social responsibility (CSR) means that companies must consider multi-stakeholder interests as well as the social, political, economic, environmental and developmental impact of their actions. However, the pursuit of profits by multinational corporations has led to a series of questionable corporate actions and the consequences of such practices are particularly evident in developing countries. Adefolake O. Adeyeye explores how CSR has evolved to aid the anti-corruption campaign. By examining voluntary rules applicable for curbing corruption, particularly bribery and analysing the domestic and extra-territorial laws of Nigeria, the United Kingdom and the United States for holding corporations liable for bribery, she assesses the adequacy of international law's approach towards corporate liability for bribery and explores direct corporate responsibility for international corruption. The roles of corporate governance, global governance and civil liability in curbing corporate corrupt practices are given special focus.

Why and in what ways have lawyers been importing economic theories into a legal environment, and how has this shaped scholarly research, judicial and legislative work? Since the financial crisis, corporate or capital markets law has been the focus of attention by academia and media. Formal modelling has been used to describe how capital markets work and, later, has been criticised for its abstract assumptions. Empirical legal studies and regulatory impact assessments offered different ways forward. This book presents a new approach to the risks and benefits of interdisciplinary policy work. The benefits economic theory brings for reliable and tested lawmaking are contrasted with important challenges including the significant differences of research methodology, leading to misunderstandings and problems of efficient implementation of economic theory's findings into the legal world. Katja Langenbucher's innovative research scrutinises the potential of economic theory to European legislators faced with a lack of democratic accountability.

Corporate law in the United States requires directors to manage firms in the interests of shareholders, which means never sacrificing profits in service of other stakeholders or interests. In this timely, groundbreaking book, David Yosifon argues that this rule of 'shareholder primacy' is logically, ethically, and practically unsound, and should be replaced by a new standard that compels directors of our largest corporations to manage firms in a socially responsible way. In addition to summarizing existing debates on the issue - and giving special attention to the Supreme Court's decision in Citizens United - Yosifon explores the problem of corporate patriotism and develops a novel approach to the relationship between corporate law and consumer culture. The book's technical acumen will appeal to experts, while its engaging prose will satisfy anyone interested in what our corporate law does, and what it should do better.

In this groundbreaking work, Stephen M. Bainbridge and M. Todd Henderson change the conversation about corporate governance by examining the origins, roles, and performance of boards with a simple question in mind: why does the law require governance to be delivered through individual board members? While tracing the development of boards from quasi-political bodies through the current 'monitoring' role, the authors find the reasons for this requirement to be wanting. Instead, they propose that corporations be permitted to hire other business associations - known as 'Board Service Providers' or BSPs - to provide governance services. Just as corporations hire law firms, accounting firms, and consulting firms, so too should they be permitted to hire governance firms, a small change that will dramatically increase board accountability and enable governance to be delivered more efficiently. Outsourcing the Board should be read by academics, policymakers, and those within the corporations that will benefit from this change.

This book reconceptualises the role of the general meeting and shareholders in the listed companies in four leading common law jurisdictions in Asia (Singapore, Hong Kong, India and Malaysia) as one that should include fiduciary duties. It demonstrates why, when, by whom and how fiduciary duties should be imposed and how they could be enforced. In so doing, it refutes the long-standing common law rule that shareholders can generally vote as they please. The book advances the debate on a central notion of corporate law, namely, the interests of the company. It addresses the deficiencies in the law regulating conflicts of interest involving controlling shareholders and institutional shareholders and provides solutions to the problem of activist and passive minority institutional investors. This book challenges us to rethink the meaning and implementation of the long-term success of the company and shows how corporate governance should and could be made.

As long as insider trading has existed, people have been fixated on it. Newspapers give it front page coverage. Cult movies romanticize it. Politicians make or break careers by pillorying, enforcing, and sometimes engaging in it. But, oddly, no one seems to know what's really wrong with insider trading, or - because Congress has never defined it - exactly what it is. This confluence of vehemence and confusion has led to a dysfunctional enforcement regime in the United States that runs counter to its stated goals of efficiency and fairness. In this illuminating book, John P. Anderson summarizes the current state of insider trading law in the US and around the globe. After engaging in a thorough analysis of the practice of insider trading from the normative standpoints of economic efficiency, moral right and wrong, and virtue theory, he offers concrete proposals for much-needed reform.

In this groundbreaking work, Stephen M. Bainbridge and M. Todd Henderson change the conversation about corporate governance by examining the origins, roles, and performance of boards with a simple question in mind: why does the law require governance to be delivered through individual board members? While tracing the development of boards from quasi-political bodies through the current 'monitoring' role, the authors find the reasons for this requirement to be wanting. Instead, they propose that corporations be permitted to hire other business associations - known as 'Board Service Providers' or BSPs - to provide governance services. Just as corporations hire law firms, accounting firms, and consulting firms, so too should they be permitted to hire governance firms, a small change that will dramatically increase board accountability and enable governance to be delivered more efficiently. Outsourcing the Board should be read by academics, policymakers, and those within the corporations that will benefit from this change.

Corporate Reorganization Law and Forces of Change argues that significant shifts in logics, practices, and identities in the finance and non-financial corporate fields can change the nature of the problem which corporate reorganization law is required to solve, so that corporate reorganization law is mobilized and adapted by the participants in the process in new and diverse ways. This book argues that, whichever theoretical or policy approach is engaged, these adaptations cannot all be evaluated using a single universal or fixed conceptual framework. Adopting a comparative US/UK approach, the book undertakes a detailed analysis of six forces of change which developed in the finance and non-financial corporate fields from the 1980s. It analyses the ways in which these forces of change affected the nature of the corporate reorganization case, and the new ways in which participants in the corporate reorganization process mobilized and adapted corporate reorganization law in response. It argues that it is crucial to analyse the specific adaptations of corporate reorganization law which emerged from this process of change. This demands that corporate reorganization law theorists or policy makers do not start their analysis using a conceptual framework developed in response to historical adaptations of corporate reorganization law. It is necessary, instead, to identify how dominant theoretical or policy concerns manifest themselves in the specific adaptation of corporate reorganization law which is under review and to adapt conceptual frameworks accordingly. This is a timely analysis. Just as the book is going to press, governments around the world have been forced to enact shut down measures to contain the Covid-19 threat. The book draws a distinction between adaptations of corporate reorganization law to reorganize complex, leveraged capital structures and other adaptations to reorganize a mixture of financial and other liabilities. It unpacks why it is necessary to adapt conceptual frameworks in different ways for these different types of case. This provides a way for scholars, practitioners, judges, and the legislature to think about corporate reorganization law when it is mobilized and adapted to meet the specific challenges posed for business by the Covid-19 shutdown.

In recent years, the UN Human Rights Council has approved the 'Respect, Protect, and Remedy' Framework and endorsed the Guiding Principles on Business and Human Rights. These developments have been welcomed widely, but do they adequately address the challenges concerning the human rights obligations of business? This volume of essays engages critically with these important developments. The chapters revolve around four key issues: the process and methodology adopted in arriving at these documents; the source and justification of corporate human rights obligations; the nature and extent of such obligations; and the implementation and enforcement thereof. In addition to highlighting several critical deficits in these documents, the contributing authors also outline a vision for the twenty-first century in which companies have obligations to society that go beyond the responsibility to respect human rights.