Board-Shareholder Dialogue
Policy Debate, Legal Constraints and Best Practices

An authoritative, multidisciplinary, state-of-the-art collection of research on board-shareholder dialogue, a key feature of today's corporate governance environment.

Luca Enriques (Edited by), Giovanni Strampelli (Edited by)

9781009360760, Cambridge University Press

Hardback, published 7 November 2024

588 pages
23.6 x 15.9 x 3.7 cm, 0.98 kg

'This collection of papers provides rigorous and thoughtful analyses of the role that the dialogue between boards of directors and shareholders plays in the governance and long-term performance of companies. Its analysis of the ESG investment and engagement strategies by investors greatly deepens our understanding of the motivations and impact of these initiatives. This book offers a comprehensive introduction to this set of issues written by some of the leading scholars in the field.' Joseph A. McCahery, Professor, Tilburg University

This book provides corporate law scholars and students and practitioners at law firms, advisory services firms and asset managers with a comprehensive and rigorous analysis of the financial, managerial, policy and legal issues arising from a key feature of today's corporate governance environment, namely, the dialogue between shareholders and corporate boards. Bringing together top corporate law and corporate governance scholars from the world's leading academic institutions, the collection is characterized by a multi-dimensional approach that takes into account the particularities of some national legal systems and combines theoretical analysis with practical insights into various aspects of board-shareholder dialogue.

1. The dialogue between corporations and institutional investors: an introduction Luca Enriques and Giovanni Strampelli
2. The new corporate governance Oliver Hart and Luigi Zingales
3. Corporate purpose and shareholder voice Paul A. Davies
4. 'The purpose of corporate purpose statements: a response to 'shareholder voice and corporate purpose: the purposeless of mandatory corporate purpose statements' by Paul Davies' Colin Mayer
5. Systemic stewardship with tradeoffs Marcel Kahan and Edward Rock
6. How to facilitate ESG investor engagement Wolf Georg Ringe
7. Giant asset managers, the big three, and index investing Dorothy Lund and Adriana Z. Robertson
8. Board-shareholder engagement and insider regulation Lars Klöhn
9. Board-shareholder engagement and disclosure obligations under corporate governance codes Ana Taleska
10. Market soundings rules: the challenges and opportunities for board-shareholder engagement Jennifer Paybe
11. Board-shareholder engagement and M&A Afra Afsharipour
12. Emerging ESG-driven models of shareholder collaborative engagement Peter O. Mülbert and Alexander Sajnovits
13. How does board-shareholder engagement really work? Evidence from a survey of corporate officers and from disclosure data Matteo Gatti, Giovanni Strampelli and Matteo Tonello
14. Board shareholder engagement and directors' appointments Anna Christie
15. Something old, something new: cultivating institutional investor engagement through shareholder stewardship Dionysia Katelouzou
16. Shareholder engagement inside and outside the shareholder meeting Tim Bowley, Jennifer G. Hill and Steve Kourabas
17. The perils and promise of shareholders as stakeholder advocates Lisa M. Fairfax
18. Shareholder proposals and the debate over sustainability disclosure Jill Fisch
19. Blockchain applications in corporate governance: opportunities and challenges for shareholder and stakeholder participation Anne Lafarre and Christoph Van der Elst
20. Hedge fund engagement in East Asia Lin Lin.

Subject Areas: Company, commercial & competition law [LNC]