Corporate governance constitutes the internal and external
institutions, markets, policies, and processes designed to help
companies maximize their efficiency and value. In this collection
of classic and current articles from the "Journal of Applied
Corporate Finance," thought leaders such as Michael Jensen and
Robert Monks discuss the corporate mission of value maximization
and the accomplishments and limitations of the U.S. governance
system in achieving that end.
Essays address the elements driving corporate value: the board
of directors, compensation for CEOs and other employees, incentives
and organizational structure, external ownership and control, role
of markets, and financial reporting. They evaluate best practice
methods, challenges in designing equity plans, transferable stock
options, the controversy over executive compensation, the values of
decentralization, identifying and attracting the "right" investors,
the evolution of shareholder activism, creating value through
mergers and acquisitions, and the benefits of just saying no to
Wall Street's "earnings game." Grounded in solid research and
practice, "U.S. Corporate Governance" is a crucial companion for
navigating the world of modern finance.
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