About this Book

The new edition retains the theory underlying the first edition, that a deep understanding of laws of corporate governance can only be realized in light of historical, economic, sociological, and psychological insights, and materials drawn from these disciplines are interwoven throughout the cases and comments. It also retains its distinctive organization of the duty of care and loyalty, setting these both thematically and in light of the more complex nature of the former as it has been developed in the case law. Contemporary governance issues like empty voting, executive compensation, and shareholder rights, receive stronger treatment, and issues introduced by the Panic of 2008 and the subsequent enactment of the Dodd-Frank Act are introduced.