Corporate Governance and Enlightened Fiduciaries

Erscheinungsjahr 2026
ISBN: 978-0-19-890416-8
Verlag: Oxford University Press

Buch, Englisch, 272 Seiten, Print PDF, Format (B × H): 162 mm x 241 mm, Gewicht: 562 g

What is the proper purpose of business corporations? Should they focus exclusively on maximizing profits and shareholder value, or should they consider the interests of a broader range of stakeholders and pursue explicit social goals? This old debate has acquired new urgency. The shareholder primacy model that once dominated corporate law theory and practice has been fiercely challenged in a world threatened with climate change, growing wealth inequality, and disruptive political polarization. Yesterday's earnest calls for Corporate Social Responsibility (CSR) have given way to today's politically-charged debates surrounding the business and politics of ESG (Environmental, Social, and Governance factors).

Corporate Governance and Enlightened Fiduciaries explores the origins of shareholder primacy and the nuances of the modern debates. It assesses the impact of powerful institutional investors and transformative financial innovation. Rejecting misguided attacks on the corporate system, it provides an extended analysis of the concepts of profit maximization and shareholder wealth maximization, while focusing on the corporation as a human invention governed by human decision-makers. Modern criticisms of the corporation are re-evaluated, drawing on lessons of history, sociology, economics, and the law. The result is a fresh, critical insight into the importance of the firm and the stewardship of its leaders within a free enterprise system confronting unprecedented modern challenges.

Autoren/Hrsg.

Nicholls, Christopher C.

Inhaltsverzeichnis

- 1: The Purpose of Corporate Purpose or the End of the Business Corporation

- 2: Fiat or Accord?

- 3: The 'Berle-and-Means Spirited' Corporation

- 4: The Prophets and Profits of Shareholder Primacy Part I: In Search of the Right Side of History (and the Left Side of the Balance Sheet)

- 5: The Prophets and Profits of Shareholder Primacy Part II

- 6: The Corporation as a Nexus of Conflicts: Anomie of the People

- 7: How Does a Corporation Do? CSR and ESG: Doing Well by Doing Good? Doing Good by Doing Well?

- 8: Whose Corporation Is it Anyway? Myopic Gadflies and Institutional Share Ownership: Is Shareholder Activism a Short-sighted Solution?

- 9: The Deconstructed Corporation: Financial Innovation and the Clouding of Corporate Duties

Über Autor(innen)

Christopher C. Nicholls holds the W. Geoff Beattie Chair in Corporate Law at Western University. A former Fulbright Scholar, he has been a visiting professor or visiting scholar at Harvard, Yale, Stanford, Oxford, Cambridge, University of Melbourne, and the University of Tokyo. He is a former member of the Nova Scotia Securities Commission and served as Chair of the Board of Directors of the Mutual Fund Dealers Association of Canada, then one of Canada's two national financial industry self-regulatory organizations. He is a recognized expert in corporate law and governance, securities regulation, and the regulation of financial institutions.