Business Organizations Law Commons^™

Unraveling China's Capital Market Growth: A Political Economy Account, Tamar Groswald Ozery

SJD Dissertations

With modern, successful firms that operate globally and a capital market that is the second largest in the world, corporate governance in China has long passed the point of an “adjust or perish” prognostic. Yet its firm governance and capital market functions maintain strong idiosyncrasies that go against many fundamentals in economics and legal thought. These idiosyncrasies are products of the underlying configurations of China’s political economy and the shifts within it. Political economy in China has a determinant role on the ways corporate ownership is organized, firms operate, and the capital market functions. It is responsible for many of …

Derivative Suit Under The Saudi Companies Law: Theory And Best Practice, Ahmed Saeed Khabti

Maurer Theses and Dissertations

Saudi Arabia has been focused on diversification of its economy and attracting foreign investors. Countries that provide strong shareholder protection are more likely to attract foreign investors. However, there is a need for greater protection of minority shareholders in Saudi Arabia. This is because Saudi’s companies law fails to equip minority shareholders with adequate protective rights. A current issue with the new Saudi companies law can be linked to derivative suit, which is very important for both foreign investors and local investors. Derivative suit in Saudi Arabia is very limited and difficult to pursue because under article 79 of Saudi …

Protecting Minority Shareholders In Close Corporations: An Analysis And Critique Of The Statutory Protection In The Saudi Companies Law, Abdulrahman Nabil Alsaleh

Maurer Theses and Dissertations

Worldwide, the protection of minority shareholders in public corporations has received most of the corporate scholars’ attention. This tendency, therefore, has been reflected in the negligence of the same group but in close corporations. A close corporation minority shareholder confronts distinctive issues caused by the locked-in structure of close corporations. The lack of liquid secondary market, the oppression by majority shareholders, and the high expectations held by minority shareholders all contribute to the minority shareholders’ concern that they may be deprived of a voice in management or opportunistically be taken advantage of by those in power. Although these structural issues …

B2c Online Dispute Resolution (Odr) Legal Frameworkfor Myanmar, Nwe Ni Htun

Chulalongkorn University Theses and Dissertations (Chula ETD)

This thesis examines the applicability of ODR mechanism for consumer disputes in Myanmar especially cross-border disputes. The paper consists of introduction; three main parts and a conclusion. The effect is the appearance of ODR and understanding of what is meant by ODR, how it works and why ODR is needed for consumer. It concludes the review of ODR by both information and communication technology (ICT) and legal view. The paper focuses on case study analysis and compares the legal framework; institutions based on the problem analysis form each case of ODR in the EU and Myanmar. Moreover why use ODR …

Challenges Of Excise Tax Reform In Myanmar : Illegal Alcohol Market And Method Of Charging On Alcoholic Beverages, Ngu Wah Maung

Chulalongkorn University Theses and Dissertations (Chula ETD)

Myanmar excise tax system is started from the British colonial regime. Excise tax system of Myanmar is complex and different from the other country. Myanmar excise tax system was reformed in several times. Before 2016, alcohol tax was collected as commercial tax. In 2016, the Specific Goods Tax Law was enacted and excise tax for alcoholic beverages has been named as specific goods tax under this law. According to this law excise tax was collected as specific goods tax. Reducing the alcohol consumption is one of the purposes of this law. This thesis analyses weaknesses of Myanmar excise tax system …

The Experience Of The Application Of Safeguards On Certain Iron Or Steel Products In Indonesia : Lesson For Thailand, Nattanit Santimetvirul

Chulalongkorn University Theses and Dissertations (Chula ETD)

In comparison to other trade remedies under WTO, the number of safeguard measures imposed by WTO members has been relatively low as the requirements of safeguard is difficult to fulfill. However, there is change to such trend as there has been an increase in number of safeguard measures imposed by Indonesia. The Appellate Body Report on Indonesia — Safeguard on Certain Iron or Steel Products has provided important lesson to Thailand concerning on the determination of safeguard measure which has not been clearly mentioned in the WTO cases. The importance of safeguard characterization has been emphasized. This dispute has given …

Exploring And Analysing Thailand’S Potential New Legislation On Mandatory Human Rights Due Diligence For Private Sectors, Kritsakorn Masee

Chulalongkorn University Theses and Dissertations (Chula ETD)

This Thesis focuses on a study of potential enforcement of the Legislation on mandatory Human Rights Due Diligence (HRDD) for private sectors operating a business in Thailand in order to safeguard human rights, as recognised in the international human rights laws and national laws, in their value chain within the consideration of the United Nations on Guiding Principles on Business and Human Rights (UNGPs) as well as Thailand’s National Action Plan on Business and Human Rights Phase I (2019-2022). With new corporate governance regime and under emerging concept of due diligence requirements, private sectors subject to this mandatory HRDD Legislation …

Legal Analysis On Bankability Of Hydro Floating Solar Project In Thailand, Natdanai Aramtiantamrong

Chulalongkorn University Theses and Dissertations (Chula ETD)

In comparison to other types of renewable energy projects, hydro floating solar projects are more complicated as public water resources are used as the location of the project but the electricity is generated from solar power. Accordingly, it is unclear whether the operation of the project falls within the definition of water use that is subject to the Water Resources Act B.E.2561(2018) or not. Several interpretations on the definition of water use in Section 4 of this Act may cause challenges in the bankability of the project. In order to fund the project, the project company generally relies on the …

Corporate Social Responsibility (Csr) In Islamic Banks In The Light Of Sharia: A Comparative Study Of Islamic And Western Perspectives In Saudi Arabia, Mohammed Abdullah Alshubrumi

SJD Dissertations

The focus of this study is the concept of corporate social responsibility (CSR), social justice and business ethics in relation to Sharia. The key role that Sharia plays in shaping CSR principles in business and society is explored and the related concepts of Ummah (Muslim community) and brotherhood in Islam are highlighted. In addition, Islamic social responsibility in both its mandatory (zakat) and voluntary (sadaqah, waqf, quard al-hassan) forms as practiced over centuries in Muslim society are considered. Further, the study provides significant insights into the Islamic transactions jurisprudence (fiqh al-mu'amalat).

Against …

Exploring The Relationship Between Executive Compensation And Corporate Mergers And Acquisitions, Akiva Stern

Major Papers

Corporate Governance is one of the most important aspects of corporate life. The role requires individuals to have a moderate, if not excellent command of not only the industry they are operating within, but the basic tenants of many disciplines including law and finance. It is therefore important to not only view how these disciplines contribute to their knowledge individually, but also how they might work together to provide a better insight into governing a company on a day-to-day basis.

A predominant decision that often comes under scrutiny is the relationship between executive compensation and M&A Activity. This paper takes …

Bases Administrativas Y Contables Para El Mejoramiento De La Fundación Progresemos Juntos Kennedy, Javier Alexander Rojas Roa, Jeferson Stanley Varón Rozo

Contaduría Pública

El propósito de nuestro trabajo de grado Bases administrativas y contables para el mejoramiento de la fundación progresemos juntos Kennedy, es identificar el contexto actual de la fundación la cual se encuentra en la localidad de Kennedy en el barrio Villa de los Sauces y presta atención a niños vulnerables del sector con el fin de realizar acompañamiento en asesorías de tareas, talleres lúdicos, actividades culturales y deportivas. Su fin con lleva a que los niños tengan un apoyo por parte de la fundación y estén alejados del entorno el cual los rodea, siendo los actos delictivos o el consumo …

Reforming Regulation Of Multi-Level Marketing In Myanmar, Zeyar Nyunt Oo

Chulalongkorn University Theses and Dissertations (Chula ETD)

The business of multi-level marketing is prohibited in Myanmar under the Notification no 46/2018. There are not only three paragraphs but also lack of the definition of MLM in this Notification. If distributors sell any product through MLM in Myanmar, they will be punished with imprisonment for a term exceeding three years under section 5 of the Myanmar Essential Goods and Services Law 2012. The study of the provisions on the business of MLM in selected ASEAN countries, Indonesia, Malaysia, Thailand, and Singapore indicates that the definition of multi-level marketing and pyramid scheme is not the same. Moreover, businessman and …

Palm Papers, Nicole Rothwell

Capstones

The Organized Crime and Corruption Reporting Project (OCCRP) came into possession of a secret dataset of property owners of the Palm Islands, the elite high-end artificial islands on the coast of Dubai.

With over 250 neighborhoods on Dubai’s waterfront, a group of journalists around the world has been investigating who these individuals are that can afford the posh and pricey real estate. While most fall into the uber-rich category, some also have corrupt to criminal backgrounds leading to questions such as if the Palm Islands are truly a real-estate paradise, or instead a refuge for the corrupt.

The task for …

The Global Fight Against Base Erosion And Profit Shifting Under The Oecd’S Country-By-Country Reporting Rules: A Possible Solution?, Oladiwura Ayeyemi Eyitayo-Oyesode

LLM Theses

The base erosion and profit shifting (BEPS) phenomenon continues to create detrimental consequences in states. BEPS is engendered by two fundamental factors, namely, unhealthy fiscal policies of tax havens and preferential tax regimes, and transfer mispricing by multinational corporations (MNCs). The OECD, through its BEPS Project notes that the lack of transparency in the global activities of MNCs is a major cause of BEPS. To close this gap, the OECD released the CBCR Rules. This thesis discusses the severity of the BEPS phenomenon and assesses the anti-BEPS efforts of the OECD. Upon an assessment of these efforts, this thesis argues …

Malfunctioned Pacemaker And Business Operator's Liability In Us, Eu And Australia: Implication For Thailand, Peerasak Ounhachoke

Chulalongkorn University Theses and Dissertations (Chula ETD)

At the present time, for the purpose of healthcare, pacemakers and other implantable medical devices are playing a significant role. However, the severity of level of damage arising from a malfunctioning pacemaker may be higher when compared with other simple products because when taking into consideration the characteristics and purpose of a pacemaker, it was normally implanted into a patient's body to control an abnormal heartbeat rate; therefore, a malfunctioned pacemaker may potentially cause harmful consequences, and in the worst scenario, death. From the abovementioned issue, the aspects of this research focused on the evolution of the laws and regulations …

Legal Measures For Employer To Reach Fair Practice In Organizational Restructuring In Thailand, Pitsanuchai Thongtha

Chulalongkorn University Theses and Dissertations (Chula ETD)

Restructuring, a normal managerial task of entrepreneurship, can lift up an enterprises' competitiveness potential in business societies. Restructuring will affect to the rights of all people in the enterprise. Labor laws and regulations not only provide adequate protection for employees, but also promote the flexibility to the business sectors. The employment relationships are involved with the actions of three parties - employees, employers and the government - that must substantially cooperate in order to establish efficient labor regulations. Thai labor laws which relate to working condition adjustment and dismissal are obsolete. It provides too much power for the courts in …

Directors And Standards: The Problem Of Insufficient Guidance, Nikolas Sopow

Electronic Thesis and Dissertation Repository

This thesis identifies two areas within Canadian corporate law where the case law has provided insufficient guidance, and tests the usefulness of an American theory of director liability as an aid to understanding this case law and the legislation it interprets. This theory has been termed the “implied contract approach”, and was developed by Robert J. Rhee. The two areas concern: if and when directors must consider the interests of stakeholder groups, otherwise known as the “stakeholder debate”, and when directors should be protected from personal liability when acting in the course of their duties.

A Critique Of Saudi M&A Laws, Mulhim Hamad Almulhim

SJD Dissertations

This dissertation aims to elucidate Saudi Arabia’s mergers and acquisitions (M&A) laws. The dissertation studies and analyzes current Saudi M&A laws with reference to comparative models from different countries and provides recommendations to improve the transparency and efficiency of Saudi Arabia’s M&A laws. Such improvements may help companies attempting to conduct M&A activity in Saudi Arabia address certain barriers and difficulties, which may in turn help to stimulate the Saudi Arabian economy.

Saudi Arabia is considered one of the world’s foremost emerging markets. Since Saudi Arabia joined the World Trade Organization, its stock market has been growing quickly, including rapid …

The Reform Of The Corporate Duty Of Care In China -- From The Introspection Of Delaware And Taiwan, Jui-Chien Cheng

Maurer Theses and Dissertations

The concept of fiduciary duty, derived from common law, was introduced to the Company Law of People’s Republic of China in 2005. The fiduciary duty plays an extremely important role in common law, particularly in U.S. corporate law. For this reason, one might have expected dramatic consequences from its introduction to Chinese law. In reality, however, few fiduciary lawsuits have been brought to the courts of China since 2005. There are three main reasons for the rarity of due care lawsuits.

First, Chinese fiduciary law has neither clear content nor a practical enforcement. This is especially true of the body …

The Political Economic Dimensions Of Executive Compensation Reform: Can The Foundations Of Shareholder Primacy Be Sustained In The Post - Crisis Regulatory Environment?, Dezso Peter Arpad Farkas

LLM Theses

What is absent in much of the literature on executive compensation reform is a deeper appreciation of the shift that has occurred since the latest financial crisis away from performance-based corporate governance arrangements to an approach that seeks to put the brakes on a runaway train, the shareholder value model and its relentless pursuit of shareholder wealth at all costs. By situating this debate into a broader discussion of corporate purpose, corporate governance and the law’s role in how business corporations are run in their social, economic and political environment this project seeks to shed some light onto what really …

A Comparative Analysis Of Shareholder Derivative Litigations In Taiwan: Rethinking Of Law, Implementation, And Suggestion, Ting-Hsien Cheng

Maurer Theses and Dissertations

Since the 1990s, Taiwan’s capital market has been tarnished by several corporate scandals, many involving managerial embezzlements and false/misleading financial reports. One of the main reasons why these scandals frequently occurred is the lack of an effective system of checks-and-balances or good corporate governance mechanisms within Taiwan’s companies. To deal with this deficiency for corporate governance, there have been many discussions in Taiwan’s academia of corporate laws about how to reform the provisions of Taiwan Company Act, especially for a better internal monitoring mechanism.

In fact, in last two decades, Taiwan has taken a series of legal reforms as an …

Unanimous Shareholder Agreements, Nicolas William Juzda

PhD Dissertations

The unanimous shareholder agreement is a feature of most Canadian corporate statutes that allows the shareholders to, by creating an agreement meeting the necessary criteria, restrict the powers of the directors to manage the business and affairs of the corporation. One possible justification for this is the "nexus of contracts" theory that all corporations are notionally reducible to voluntary agreements. Three key areas of ambiguity surrounding unanimous shareholder agreements are examined in this dissertation, with specific reference to existing judgments. The requirements for their formation are reviewed, including the exact meaning and strictness of the unanimity criterion and the necessity …

Water In The 21st Century, Grayson Michael Shor

Social Sciences

The aim of this research project is to provide a comprehensive and global analysis of water use in order to provide the reader with a comprehensive grasp of current and impending issues. The included five (5) chapters discuss water distribution, conservation, purification, law, international development, economic debates, ethical consideration, as well as educated estimations of the effects water related issues may cause in the next one-hundred years.

Judicial Influence And The United States Federal District Courts: A Case Study, Justin R. Hickerson

Chancellor’s Honors Program Projects

No abstract provided.

Corporate Social Responsibility In Canadian Banking A Case Study On The Equator Principles, Ian Osellame

Electronic Thesis and Dissertation Repository

This thesis considers the role of Corporate Social Responsibility (CSR) in the Canadian banking sector. Although the relevance of CSR continues to be debated, this analysis starts from the position that CSR is now a fact of life for modern banks and tests whether Canadian banks are demonstrating CSR behavior through their adoption of the Equator Principles: a series of guidelines on the management of social and environmental issues that banks voluntarily commit to follow in their project financing activities. This thesis concludes that examples of CSR behavior can be observed as Canadian banks continue to define the scope of …

Law, The American Corporation, And Society, Fenner Leland Stewart Jr.

PhD Dissertations

This book explores how American legal scholarship treats the corporation by providing a history of American corporate legal theory, a history of corporate (social) responsibility from the perspective of the Berle–Dodd debate, an analysis of how legal scholars understand corporate lawmaking in America, and an initial inquiry into how the prevailing opinions about the corporation are realized in the context of a critical assessment of whether or not this resulting corporate governance holds the potential to compliment the efforts of new governance regulators. This book consists of four essays about American corporate governance. Three essays trace how three particular presumptions …

Directors' Duties To Creditors - Mapping The Twilight Zone, Mehreen Rehman

Electronic Thesis and Dissertation Repository

This thesis examines Canadian corporate law to analyze whether its legal mechanisms (e.g., duty of loyalty, duty of care, derivative action, oppression etc.) are sufficient to protect creditor interests, their shortcomings and possible solutions. It argues that the risks to which creditors are exposed in Canada at the hands of directors when a company is financially distressed or insolvent demand more clear protection. It reviews available legal mechanisms under the English and Delaware corporate law to see if Canada could import anything to improve its lax creditor protection. The thesis suggests adopting wrongful trading provisions modeled on English legislation. The …

An Insightful Study Of The Oppression Remedy Under South African And Canadian Corporate Law, Natasha A. Abbey

Electronic Thesis and Dissertation Repository

A new perspective is provided on the South African company law through the comparative analysis of a shareholders’ remedy known as the Oppression Remedy under section 163 of the Companies Act 71 of 2008 and section 241 of the Canada Business Corporations Act. Despite the introduction of the new Companies Act 71 of 2008, the statute still remains unclear as to the rights, duties and powers of each individual within a company. In an aim to address this lack of clarity, this thesis takes a “back-to-basics” approach by discussing the fundamental principles of corporate personality and majority rule. This …

Tax Competition And The Case Of Bank Secrecy Rules: New Trends In International Tax Law, Linneu De Albuquerque Mello

SJD Dissertations

The current integration of world markets has led to an increase in the competition for businesses in addition to the competition for passive investments that already existed. In addition, the current financial crisis led countries to search for additional sources of revenue in order to work within their budget constraints. As tax is an area where such competition is more visible, it has also generated an effort – mainly from industrialized countries and international organizations – to curb tax practices deemed harmful to world economy. Bank secrecy rules and lack of transparency are aspects of these "harmful" tax practices. This …

Protecting Minority Shareholders In Civil And Common Law Systems: Canadian, Ukrainian And German Examples, Iushchenko Igor Sergiiovych

LLM Theses

This thesis analyses minority shareholder protection in common law and civil law systems. Principally, this is done by examining closely-held corporations created under Canadian, Ukrainian and German laws. It examines minority shareholder protection by critically analyzing voting and related rights, the right to information; withdrawal from the company, expulsion right, the dissolution of a company, derivative action and direct action. The thesis also summarizes problems in the civil law system that cannot be solved in favor of minority shareholders. In addition to the above-mentioned, it provides possible solutions to the problems of minority shareholder protection in the civil law system, …