Outsourcing the board : how board service providers can improve corporate governance /
"In this groundbreaking work, Stephen Bainbridge and Todd Henderson change the conversation about corporate governance by examining the origins, roles, and performance of boards with a simple question in mind: why does the law require governance to be delivered through individual board members?...
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| Format: | Book |
| Language: | English |
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Cambridge, United Kingdom ; New York, NY :
Cambridge University Press,
2018
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| LEADER | 00000cam a2200000 i 4500 | ||
|---|---|---|---|
| 001 | 1018456678 | ||
| 003 | OCoLC | ||
| 005 | 20190207111340.0 | ||
| 008 | 180130t20182018enk b 001 0 eng | ||
| 010 | |a 2017058381 | ||
| 020 | |a 9781107193697 | ||
| 020 | |a 1107193699 | ||
| 020 | |a 9781316645123 | ||
| 020 | |a 1316645126 | ||
| 040 | |a DLC |b eng |e rda |c DLC |d YDX |d OCLCF |d VLL |d GZL |d YDX |d OCLCO |d CLU |d CGU |d UKMGB | ||
| 042 | |a pcc | ||
| 049 | |a VLAM | ||
| 050 | 0 | 0 | |a K1328 |b .B35 2018 |
| 100 | 1 | |a Bainbridge, Stephen M., | |
| 245 | 1 | 0 | |a Outsourcing the board : |b how board service providers can improve corporate governance / |c Stephen M. Bainbridge, M. Todd Henderson |
| 260 | |a Cambridge, United Kingdom ; |a New York, NY : |b Cambridge University Press, |c 2018 | ||
| 300 | |a xiii, 234 pages ; |c 23 cm | ||
| 504 | |a Includes bibliographical references and index | ||
| 505 | 0 | |a Part I. Corporate boards -- A brief history of the board -- What do boards do? -- Grading boards -- Why boards fail -- Part II. The board service provider -- Board services providers : the basic idea -- How BSPs address the pathologies of modern corporate governance -- Incentivizing the BSP -- Part III. Legal issues -- BSPs and the law -- BSPs and the emerging federal law of corporations -- Part IV. BSPs and the frontiers of corporate governance -- BSPs and proxy access -- The BSP as an alternative to quinquennial board elections -- The BSP in a post-monitoring board world -- Part V. Concluding thoughts -- Anticipating objections | |
| 520 | |a "In this groundbreaking work, Stephen Bainbridge and Todd Henderson change the conversation about corporate governance by examining the origins, roles, and performance of boards with a simple question in mind: why does the law require governance to be delivered through individual board members? While tracing the development of boards from quasi-political bodies through the current "monitoring" role, the authors find the reasons for this requirement to be wanting. Instead, they propose that corporations be permitted to hire other business associations-known as "Board Service Providers" or BSPs-to provide governance services. Just as corporations hire law firms, accounting firms, and consulting firms, so too should they be permitted to hire governance firms, a small change that will dramatically increase board accountability and enable governance to be delivered more efficiently. Outsourcing the Board should be read by academics, policy makers, and those within the corporations that will benefit from this change"-- |c Provided by publisher | ||
| 520 | |a "This book is an exploration of the reasons why, which (to spoil the plot) we find the current state of corporate governance-especially the role and function of the board of directors-woefully wanting, and why and how we should change the law to accommodate more innovation in corporate governance. The world is only getting more complex for corporations, as markets expand and share ownership transitions increasingly to passive investing, and the need to rethink corporate governance is acute. In the following pages, we offer a path forward that does not rely on any brilliant insights or tricks. Our mantra is simple: let markets work. Although this book is intended for corporate governance scholars and policy makers, we hope it is accessible to board members, corporate executives, legislators, judges, and the interested public. It is a book by two academics, but it is not written in high academic style. So, if you've gotten this far, don't be turned off thinking this is going to be a dry casebook filled with citations and equivocations. We hope this ride through the history, practice, and (hopefully) future of corporate boards is as entertaining as it is informative and thought provoking"-- |c Provided by publisher | ||
| 650 | 0 | |a Directors of corporations |x Legal status, laws, etc | |
| 650 | 0 | |a Corporate governance |x Law and legislation | |
| 700 | 1 | |a Henderson, M. Todd, | |
| 907 | |a .b2387207 | ||
| 998 | |a lower | ||
| 999 | |c 112711 | ||
| 852 | |a Law Library |b Lower Level |h K1328 .B35 2018 |p 33940004485841 | ||