Corporate Governance by Robert A. G. Monks

By Robert A. G. Monks

Within the wake of the dramatic sequence of company meltdowns: Enron; Tyco; Adelphia; WorldCom; the well timed re-creation of this winning textual content presents scholars and enterprise pros with a welcome replace of the major matters dealing with managers, forums of administrators, traders, and shareholders.In addition to its authoritative assessment of the historical past, the parable and the truth of company governance, this re-creation has been up-to-date to include:analysis of the most recent instances of company catastrophe; an outline of company governance guidance and codes of perform in constructing and rising markets new instances: Adelphia; Arthur Andersen; Tyco Laboratories; Worldcom; Gerstner's pay packet at IBMOnce back within the new version in their textbook, Robert A. G. clergymen and Nell Minow express truly the function of company governance in ensuring the perfect questions are requested and the mandatory assessments and balances in position to guard the long term, sustainable worth of the firm. A CD-ROM containing a finished case examine of the Enron cave in, entire with senate hearings and video pictures, accompanies the textual content. additional lecturer assets and hyperlinks can be found at www.blackwellpublishing.com/monks

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Who is in the best position to make sure that the company’s definition of social responsibility is an accurate reflection of the definition of the owners? Of the community? Case in point: Union Carbide and Bhopal – what happens when the company is bought out? This is how a successor/purchaser corporation characterized a devastating chemical spill, acknowledging the tragic consequences, absolving itself of responsibility, but portraying itself as a generous and concerned entity. htm>: What happened in Bhopal 18 years ago was a tragedy of unprecedented gravity and human cost, which no one in industry will ever forget.

They based this decision on the fact that UCIL was a separate and independent legal entity, managed and operated exclusively by Indian citizens in India. In November 1994 – more than six years before Dow acquired Union Carbide – Union Carbide sold its interest in Union Carbide India Limited to MacLeod Russel (India) Ltd. of Calcutta (later renamed Eveready Industries India Ltd. – or EIIL). As a consequence of that sale, Union Carbide retained no interest in or liability for the Bhopal site. EIIL took exclusive possession of the land under lease from the government of Madhya Pradesh.

Identity Indeed, corporations have a life, and even citizenship, of their own, with attendant rights and powers. They appear to have personalities. ” CGC01 08/09/2005 3:21 PM Page 16 16 CORPORATE GOVERNANCE Corporations are “persons” within the meaning of the United States Federal Constitution and Bill of Rights. They are entitled to protection against the taking of their property without due process of law. They are entitled (at least to some extent) to freedom of speech. They can contribute money to political causes and campaigns, though some restrictions apply, due to post-Watergate reforms.

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