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Full-Text Articles in Law
The Very Uncertain Prospect Of Global Convergence In Corporate Governance, Douglas M. Branson
The Very Uncertain Prospect Of Global Convergence In Corporate Governance, Douglas M. Branson
Cornell International Law Journal
No abstract provided.
Director Accountability And The Mediating Role Of The Corporate Board, Margaret M. Blair, Lynn A. Stout
Director Accountability And The Mediating Role Of The Corporate Board, Margaret M. Blair, Lynn A. Stout
Cornell Law Faculty Publications
One of the most pressing questions facing both corporate scholars and businesspeople today is how corporate directors can be made accountable. Before addressing this issue, however, it seems important to consider two antecedent questions: To whom should directors be accountable? And for what?
Contemporary corporate scholarship often starts from a "shareholder primacy" perspective that holds that directors of public corporations ought to be accountable only to the shareholders, and ought to be accountable only for maximizing the value of the shareholders' shares. This perspective rests on the conventional contractarian assumption that the shareholders are the sole residual claimants and …