Corporate Groups and Shadow Business Practices

This book analyses innovations of structuring corporate groups and regulatory limitations of group transparency and proposes Systems Thinking as solution.

Linn Anker-Sørensen (Author)

9781108844192, Cambridge University Press

Hardback, published 28 April 2022

320 pages
23.6 x 15.8 x 2.2 cm, 0.639 kg

The uniqueness of this book is its conceptualization of a corporate group as a system of interaction, comprised of nodes, links and internal governance tools. This framework can be used to understand what constitutes a group, based on affiliation-linkages. By increasing our perception of group-structuring we can assess the extent to which existing laws address all variables. If the law does not consider certain variables to be used for identifying groups, a case of shadow business may be identified. Group-transparency is a recurring topic on the regulatory agenda. In this book, three legal domains are analysed questioning whether specific amendments have led to increased group-transparency: the control-definition for consolidated accounts, shareholder-transparency in company law, and major holding disclosure in listed companies. This book identifies deficiencies of the law in obtaining its regulatory objective of group-transparency, and proposes an interpretative solution based on Systems Thinking.

Part I. Setting the Scene: 1. Corporate group transparency
Part II. The Emergence of Group Complexity: 2. What causes group complexity
3. The emergence of corporate groups
Part III. Decomposing Corporate Groups: 4. Organizational decoupling
5. Control decoupling
6. Governance decoupling
Part IV. Deficiencies in Formal Approaches to Group Transparency in EU Law: 7. The partly transparent corporate group under accounting law principles of consolidated accounts
8. The contribution of company law to group transparency
9. Uncovering decoupling techniques
10. Intermediate results
Part V. A Systems Approach as a More Comprehensive Concept toward Group Transparency: 11. A primer to systems thinking
12. Systems thinking as a foundation for group transparency
13. A critical review of a systems approach
14. Intermediate result
Part VI. Results: 15. Bringing it all together.

Subject Areas: Financial services law & regulation [LNPF], Company law [LNCD], Commercial law [LNCB], Company, commercial & competition law [LNC], Corporate governance [KJR]