Corporate governance: promises kept, promises broken

Corporate governance as promise

The goals of corporate governance : the dominant role of equity

Corporate law and corporate governance

Institutions and mechanisms of corporate governance : a taxonomy

Boards of directors

Case studies on boards of directors in corporate governance

Dissident directors

Formal external institutions of corporate governance : the role of the Securities and Exchange Commission, the stock exchanges, and the credit-rating agencies

The market for corporate control

Initial public offerings and private placements

Governance by litigation : derivative lawsuits

Accounting, accounting rules, and the accounting industry

Quirky governance : insider trading, short selling and whistle-blowing

Shareholder voting

The role of banks and other lenders in corporate governance

Hedge funds and private equity.

Preface

Introduction: Corporate Governance as Promise

Chapter 1. The Goals of Corporate Governance: The Dominant Role of Equity

Chapter 2. Corporate Law and Corporate Governance

Chapter 3. Institutions and Mechanisms of Corporate Governance: A Taxonomy

Chapter 4. Boards of Directors

Chapter 5. Case Studies on Boards of Directors in Corporate Governance

Chapter 6. Dissident Directors

Chapter 7. Formal External Institutions of Corporate Governance: The Role of the Securities and Exchange Commission, the Stock Exchanges, and the Credit-Rating Agencies

Chapter 8. The Market for Corporate Control

Chapter 9. Initial Public Offerings and Private Placements

Chapter 10. Governance by Litigation: Derivative Lawsuits

Chapter 11. Accounting, Accounting Rules, and the Accounting Industry

Chapter 12. Quirky Governance: Insider Trading, Short Selling, and Whistle-blowing

Chapter 13. Shareholder Voting

Chapter 14. The Role of Banks and Other Lenders in Corporate Governance

Chapter 15. Hedge Funds and Private Equity

Conclusion

Notes

Index