Corporate Governance and Board Decisions
takes the reader on an exciting journey through the principles and practice of corporate governance. Written by two internationally respected experts, this book explains how corporate governance contributes to value creation for both business and society, and how transparency, checks and balances, incentive alignment, and stewardship are essential when trying to reduce decision errors and opportunism.
This advanced introduction is aimed at master’s level courses in corporate governance. It addresses students who wish to understand both corporate governance and the directors who practice it. It combines academic rigor with practical recommendations in an informal style.
Corporate Governance and Board Decisions is a thoroughly revised and updated replacement of Corporate Governance: Mechanisms and Systems (2012).
Steen Thomsen is Professor of Corporate Governance at Copenhagen Business School. He specializes in corporate governance as a teacher, researcher, director and commentator. His main research focus is foundation ownership of business companies.
Martin Conyon is a Trustee Professor at Bentley University. He is also a Senior Fellow and Lecturer at the Wharton School, University of Pennsylvania. His main research focus is board effectiveness, executive compensation, and incentives.
Table of Contents
Part 1. Introduction
Chapter 1. What is corporate governance?
Chapter 2. Theories of Corporate Governance
Appendix: Optimal Contracts and Agency Problems
Chapter 3. The Mechanisms of Governance
Chapter 4. International Corporate Governance
Chapter 5. Corporate Governance Codes and Regulations
Part 2. Mechanisms
Chapter 6. Compliance
Chapter 7. Performance Measurement
Chapter 8. Corporate Social Responsibility
Chapter 9. Corporate Ownership
Chapter 10. Board Theory and Board Structure
Chapter 11. Board Behaviour
Chapter 12. Executive Compensation
Part 3. Board decisions
Chapter 13. The Board and Strategy
Chapter 14. The Board and Succession
Chapter 15. Supervision and Support
Appendix: Value Creation
Chapter 16. IT Governance