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Business Organizations Law

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Fordham Law School

Codetermination

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Full-Text Articles in Law

Dark Side Of Shareholder Influence: Managerial Autonomy And Stakeholder Orientation In Comparative Corporate Governance , Martin Gelter Jan 2009

Dark Side Of Shareholder Influence: Managerial Autonomy And Stakeholder Orientation In Comparative Corporate Governance , Martin Gelter

Faculty Scholarship

This article proposes a new, functional explanation of the different roles of non-shareholder groups (particularly labor) in different corporate governance systems. The argument depends on the analysis of a factor that has so far received relatively little attention in corporate governance research: the level of shareholder influence on managerial decision making. Pro-employee laws mitigate holdup problems- opportunism from which shareholders benefit ex post, but which will deter firm-specific investment in human capital ex ante. Since holdup takes place within what is considered legitimate managerial business judgment and all shareholders (both majority and minority) are its financial beneficiaries, the degree of …


The Future Of Codetermination After Centros: Will German Corporate Law Move Closer To The U.S. Model?, Jens C. Dammann Jan 2003

The Future Of Codetermination After Centros: Will German Corporate Law Move Closer To The U.S. Model?, Jens C. Dammann

Fordham Journal of Corporate & Financial Law

No abstract provided.