Codetermination
Working Paper
Stakeholder Capitalism, Corporate Governance and Firm Value
In countries such as Germany, the legal system ensures that firms are stakeholder oriented. In others, like Japan, social norms achieve a similar effect. We analyze the advantages and disadvantages of stakeholder-oriented firms that are concerned...Read more
Lift not the Painted Veil! To Whom are Directors? Duties Really Owed
In this article, we identify a fundamental contradiction in the law of fiduciary duty of corporate directors across jurisdictions, namely the tension between the uniformity of directors? duties and the heterogeneity of directors themselves....Read more
Efficiency Arguments for the Collective Representation of Workers: A Sketch
The dominant agency-cost paradigm for the analysis of corporate law is based on the
proposition that the welfare of society is best met by rules which minimise the costs of production through the corporate form. This is typically...Read more
The German Law of and Experience with the Supervisory Board
Together with a number of other countries including China Germany has a two-tier board system, i.e. its stock corporation law provides for the division between the management board and the supervisory board. This is different from most other...Read more
Employee Participation in Corporate Governance and Corporate Social Responsibility
The chapter investigates the impact of employee participation on the board of directors or supervisory board (particularly codetermination) on corporate social responsibility (CSR). Conceptually, it is important to distinguish between ?internal?...Read more
Codetermination: A Poor Fit for U.S. Corporations
The idea that a corporation’s employees should be allowed to elect some of the corporation’s board members, a system known as codetermination, has moved to the forefront of U.S. corporate law policy. Elizabeth Warren’s Accountable Capitalism Act...Read more