Independent Directors in Asia
A Historical, Contextual and Comparative Approach

The first in-depth analysis of the independent director in Asia: who they are, what they do and how they are regulated.

Dan W. Puchniak (Edited by), Harald Baum (Edited by), Luke Nottage (Edited by)

9781107179592, Cambridge University Press

Hardback, published 2 November 2017

634 pages, 11 b/w illus. 17 tables
23.5 x 15.7 x 3 cm, 1.12 kg

'… this book has been a fascinating read, rich in detail and full of insight. The editors have succeeded in putting together a book that will undoubtedly be an important resource in the arsenal of all who are concerned with corporate governance generally.' Pearlie Koh, Singapore Journal of Legal Studies

The rise of the independent director in Asia is an issue of global consequence that has been largely overlooked until recently. Less than two decades ago, independent directors were oddities in Asia's boardrooms. Today, they are ubiquitous. Independent Directors in Asia undertakes the first detailed analysis of this phenomenon. It provides in-depth historical, contextual and comparative perspectives on the law and practice of independent directors in seven core Asian jurisdictions (China, Hong Kong, India, Japan, Singapore, South Korea, Taiwan) and Australia. These case studies reveal the varieties of independent directors in Asia, none of which conform to its original American concept. The authors develop a taxonomy of these varieties, which provides a powerful analytical tool for more accurately understanding and effectively researching independent directors in Asia. This new approach challenges foundational aspects of comparative corporate governance practice and suggests a new path for comparative corporate governance scholarship and reform.

Part I. Theoretical Framework: Introduction Dan W. Puchniak, Harald Baum and Luke Nottage
1. The rise of the independent drector in the West: understanding the origins of Asia's legal transplants Harald Baum
2. Independent directors: a theoretical framework Wolf-Georg Ringe
3. Varieties of independent directors in Asia: a taxonomy Dan W. Puchniak and Kon Sik Kim
Part II. Asian Jurisdiction-Specific Chapters: 4. Japan's gradual reception of independent directors: an empirical and political-economic analysis Gen Goto, Manabu Matsunaka and Souichirou Kozuka
5. Korea's mandatory independent directors: expected and unexpected roles Kyung-Hoon Chun
6. Independent directors in China: facts and reform proposals Xin Tang
7. From double board to unitary board system: the corporate governance reform in Taiwan Hsin-Ti Chang, Yu-Hsin Lin and Ying-Hsin Tsai
8. Independent directors in Hong Kong Vivienne Bath
9. Independent directors in Singapore: a corporate governance outlier? Dan W. Puchniak and Luh Luh Lan
10. Board independence in India: from form to function? Vikramaditya Khanna and Umakanth Varottil
Part III. Alternative Perspectives and Conclusions: 11. The rise and unlikely demise of independent directors in Australia Fady Aoun and Luke Nottage
12. Case studies of independent directors in Asia Bruce Aronson
13. Independent directors in Asia: theoretical lessons and practical implications Souichirou Kozuka and Luke Nottage
Appendices
Bibliography
Index.

Subject Areas: Company law [LNCD], Commercial law [LNCB], Company, commercial & competition law [LNC], Comparative law [LAM], Corporate governance [KJR]