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The Anatomy of Corporate Law: A Comparative and Functional Approach 2nd Edition

by Reinier Kraakman (Author), John Armour (Author), Paul Davies (Author),
4.5 4.5 out of 5 stars 24 ratings
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There is a newer edition of this item:

The Anatomy of Corporate Law: A Comparative and Functional Approach
The Anatomy of Corporate Law: A Comparative and Functional Approach
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This is the long-awaited second edition of this highly regarded comparative overview of corporate law. This edition has been comprehensively updated to reflect profound changes in corporate law. It now includes consideration of additional matters such as the highly topical issue of enforcement in corporate law, and explores the continued convergence of corporate law across jurisdictions.

The authors start from the premise that corporate (or company) law across jurisdictions addresses the same three basic agency problems: (1) the opportunism of managers vis-à-vis shareholders; (2) the opportunism of controlling shareholders vis-à-vis minority shareholders; and (3) the opportunism of shareholders as a class vis-à-vis other corporate constituencies, such as corporate creditors and employees. Every jurisdiction must address these problems in a variety of contexts, framed by the corporation's internal dynamics and its interactions with the product, labor, capital, and takeover markets. The authors' central claim, however, is that corporate (or company) forms are fundamentally similar and that, to a surprising degree, jurisdictions pick from among the same handful of legal strategies to address the three basic agency issues.

This book explains in detail how and why the principal European jurisdictions, Japan, and the United States sometimes select identical legal strategies to address a given corporate law problem, and sometimes make divergent choices. After an introductory discussion of agency issues and legal strategies, the book addresses the basic governance structure of the corporation, including the powers of the board of directors and the shareholders meeting. It proceeds to creditor protection measures, related-party transactions, and fundamental corporate actions such as mergers and charter amendments. Finally, it concludes with an examination of friendly acquisitions, hostile
takeovers, and the regulation of the capital markets.
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  1. ISBN-10
    0199565848
  2. ISBN-13
    978-0199565849
  3. Edition
    2nd
  4. Publisher
    Oxford University Press
  5. Publication date
    September 28, 2009
  6. Language
    English
  7. Dimensions
    6 x 0.75 x 9 inches
  8. Print length
    352 pages
  9. See all details
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Editorial Reviews

Review

`Review from previous edition ...the most important corporate law book of the decade ... the future starts here...' Yale Law Journal 09/09/2004

Book Description

Provides comparative analysis of key jurisdictions including European countries, the US, and Japan, arranged issue by issue rather than country by country.

Product details

  • Publisher ‏ : ‎ Oxford University Press; 2nd edition (September 28, 2009)
  • Language ‏ : ‎ English
  • Paperback ‏ : ‎ 352 pages
  • ISBN-10 ‏ : ‎ 0199565848
  • ISBN-13 ‏ : ‎ 978-0199565849
  • Item Weight ‏ : ‎ 1.2 pounds
  • Dimensions ‏ : ‎ 6 x 0.75 x 9 inches
  • Customer Reviews:
    4.5 4.5 out of 5 stars 24 ratings

Customer reviews

4.5 out of 5 stars
4.5 out of 5
24 global ratings

Top reviews from the United States

Philo
5.0 out of 5 stars Digs deep into the dynamics and concepts -- very eye-opening for me
Reviewed in the United States on September 14, 2018
Verified Purchase
I am steadily reading this in bits and pieces, and I always come away with fresh perspectives. I teach some of this one a very basic college level, but I really like the insight that supports me "on the fly" formulating the perfect response to a student's query. It much more deeply explores concepts brushed over in law school.
I wish the print was a little bigger and more spread out.
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Jason
5.0 out of 5 stars great book
Reviewed in the United States on December 15, 2015
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anyone interested in comparative legal study of corporate law should buy this book. Terrific.
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Dean Zed Ditucalan
5.0 out of 5 stars Five Stars
Reviewed in the United States on April 9, 2016
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Must read for every legal scholars interested in comparative corporate law
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Arthur W.
5.0 out of 5 stars Five Stars
Reviewed in the United States on June 26, 2017
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No problems
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Top reviews from other countries

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Alex
5.0 out of 5 stars Conforme
Reviewed in France on March 20, 2022
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All fine
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Lilia
5.0 out of 5 stars Puntuale arrivo
Reviewed in Italy on October 25, 2016
Verified Purchase
Il testo è arrivato in pochissimo tempo ed ha costi competitivi. E' utilizzato come testo d'esame nel Corso in inglese di Economia all'Università di Tor Sapienza (Bachelor Business )
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Javier
5.0 out of 5 stars Me encanta
Reviewed in Spain on April 13, 2013
Verified Purchase
Una buena recopilación de la normativa societaria a nivel mundial. a a a a a a a a a a
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Centreman
5.0 out of 5 stars Comparative Corporate Law
Reviewed in the United Kingdom on March 2, 2013
Verified Purchase
This is the ideal handbook for corporate law scholars looking for explanations of the key doctrines in this field. It is concise in those explanations without losing accuracy and its insights serve to show that the approach of the reader's domestic legal system is not as inevitable as its judges and legislators proclaim. For those who have to investigate the nuts and bolts of a foreign system for practical purposes, it is the ideal companion to the encyclopaedic textbooks which are commonly used and in which one sometimes gets lost among the verbiage and cross-references.
2 people found this helpful
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Amazon Customer
4.0 out of 5 stars A great summary of basic corporate law issues
Reviewed in Germany on February 6, 2016
Verified Purchase
The book is really good - it deals with the core issues in corporate law in a precise and entertaining manner.
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