Management Links
MANAGEMENT: Corporate Governance

"Profitability is the Key to Value. If You've Got it, Flaunt It. If You Don't Have It, Get It (business strategy). If You Can't Get It, Get Out (capital strategy)."

--- Bill Fruhan, Professor of Finance, Harvard Business School, author of: Financial Strategy: Studies in the Creation, Transfer, and Destruction of Shareholder Value.

(UBS), Gertrud Erismann-Peyer, Ulrich Steger, Oliver Salzmann (2008). The Insider's View on Corporate Governance: The Role of the Company Secretary. (New York, NY: Palgrave Macmillan, 187 p.). Former Company Secretary of UBS AG; Alcan Chair of Environmental Management at IMD ("International Institute for Management Development); Research Associate for IMD’s research project on Corporate Sustainability Management. Corporation secretaries; Corporate governance; Boards of directors. Experience of some 60 company secretaries in world's top companies, whose job is to make corporate governance work; comprehensive analysis of corporate governance and board process; broad quantitative survey of 300 company secretaries worldwide.

Michel Aglietta, Antoine Rebérioux (2005). Corporate Governance Adrift: A Critique of Shareholder Value. (Northampton, MA: Edward Elgar Pub., 320 p.). Professeur de Sciences Economiques (Université de Paris-X Nanterre). Corporate governance; Corporations--Valuation.

Jose Luis Alvarez and Silviya Svejenova (2005). Sharing Executive Power: Roles and Relationships at the Top. (New York: Cambridge University Press, 290 p.). Professor of General Management (Instituto de Empresa Business School in Madrid); Assistant Professor of Strategy (ESADE Business School in Barcelona). Corporate governance; Chief executive officers; Directors of corporations; Decision making; Leadership. Personalities, relationships, organizational principles characterizing top echelons of corporate power.

Charles A. Anderson, Robert N. Anthony (1986). The New Corporate Directors: Insights for Board Members and Executives. (New York, NY: Wiley, 246 p.). Directors of corporations; Boards of directors.

Dan A. Bavly; foreword by Roger B. Porter (1999). Corporate Governance and Accountability: What Role for the Regulator, Director, and Auditor? (Westport, CT: Quorum, 216 p.). Corporate governance--United States; Chief executive officers--United States; Disclosure in accounting--United States.

Adolf A. Berle and Gardiner C. Means with a new introduction by Murray L. Weidenbaum and Mark Jensen (1991). The Modern Corporation and Private Property. (New Brunswick, NJ: Transaction Publishers, 380 p. (orig. pub. 1932)). Corporations--United States; Corporation law--United States; Corporate governance--United States.

Ed. Margaret M. Blair (1993). The Deal Decade: What Takeovers and Leveraged Buyouts Mean for Corporate Governance. (Washington, DC: Brookings Institution, 390 p.). Consolidation and merger of corporations; Corporate governance; Industrial management.

Margaret M. Blair (1995). Ownership and Control: Rethinking Corporate Governance for the Twenty-First Century. (Washington, DC: Brookings Institute, 371 p.). Corporate governance--United States; Corporate governance--Law and legislation--United States.

Alexander Borsch (2007). Global Pressure, National System: How German Corporate Governance Is Changing. (Ithaca, NY: Cornell University Press, 201 p.). Corporate governance--Germany; Globalization--Germany. Impact of globalization, regulatory changes on German corporate governance (widely seen as prototype of stakeholder system); adaptation of selected features of shareholder-based governance is possible; change will be limited to those elements that do not destroy  firms' competitive advantage. 

William G. Bowen (1994). Inside the Boardroom: Governance by Directors and Trustees. (New York, NY: Wiley, 184 p.). Corporate governance--United States; Directors of corporations--United States; Trusts and trustees--United States.

Sir Adrian Cadbury (2002). Corporate Governance and Chairmanship: A Personal View. (New York, NY: Oxford University Press, 259 p.). Corporate governance; Directors of corporations; Boards of directors; Corporate governance--Great Britain; Directors of corporations--Great Britain; Boards of directors--Great Britain.

William G. Capitman (1973). Panic in the Boardroom; New Social Realities Shake Old Corporate Structures. (Garden City, NY: Doubleday, 300 p.). Industries--Social aspects--United States; Industrial policy--United States; Industrial management--United States.

Colin B. Carter and Jay W. Lorsch (2003). Back to the Drawing Board: Designing Corporate Boards for a Complex World. (Boston, MA: Harvard Business School Press, 208 p.). Directors of corporations; Corporate governance. 

Neil W. Chamberlain (1973). The Limits of Corporate Responsibility. (New York, NY: Basic Books, 236 p.). Social responsibility of business--United States.

Ram Charan (2005). Boards that Deliver: Advancing Corporate Governance from Compliance to Competitive Advantage. (San Francisco, CA: Jossey-Bass, 224 p.). Boards of directors; Corporate governance. 

Jonathan P. Charkham and Anne Simpson (1999). Fair Shares : The Future of Shareholder Power and Responsibility. (New York, NY: Oxford University Press, 275 p.). Stock Ownership, Corporate Governance, Investor Relations

Jonathan P. Charkham (1994). Keeping Good Company: A Study of Corporate Governance in Five Countries. (New York, NY: Oxford University Press, 389 p.). Corporate Governance - Case Studies.

Gordon L. Clark and Dariusz Wojcik (2007). The Geography of Finance: Corporate Governance in the Global Marketplace. (New York, NY: Oxford University Press, 280 p.). Halford Mackinder Professor of Geography, Professorial Fellow of the Said Business School, Faculty Associate of the Institute of Ageing (University of Oxford), Fellow of St Peter's College, Oxford; Research Associate at the School of Geography and the Environment (University of Oxford). International finance; Investments, Foreign; Corporate governance. Transformation of European corporate governance; response of corporate managers to interest of global portfolio managers in transparent, accountable modes of corporate governance.

Jay A. Conger, Edward E. Lawler, III, David L. Finegold (2001). Corporate Boards: Strategies for Adding Value at the Top. (San Francisco, CA: Jossey-Bass, 206 p.). Boards of directors; Corporate governance; Strategic planning.

Eds. Paul Craig and Adam Tomkins (2006). The Executive and Public Law: Power and Accountability in Comparative Perspective. (New York, NY: Oxford University Press, 350 p.). Professor of English Law (St. John's College, Oxford); John Millar Professor of Public Law (University of Glasgow). Executive power. Nature of executive power in number of different legal systems.

Avinash K. Dixit (2004). Lawlessness and Economics: Alternative Modes of Governance. (Princeton, NJ: Princeton University Press, 167 p.). John J. F. Sherrerd '52 University Professor of Economics (Princeton University). Economic policy; Corporate governance; Contracts; Right of property; Corporation law; Business enterprises--Law and legislation; International cooperation; Corporate governance--Developing countries; Contracts--Developing countries; Right of property--Developing countries; Corporation law--Developing countries; Business enterprises--Law and legislation--Developing countries; Developing countries--Economic policy. How can property rights be protected, contracts be enforced in countries where rule of law is ineffective or absent? How can firms from advanced market economies do business in such circumstances? 

Eds. Merritt B. Fox and Michael A. Heller (2006). Corporate Governance Lessons from Transition Economy Reforms. (Princeton, NJ: Princeton University Press, 408 p.). Michael E. Patterson Professor of Law, Co-Director of the Center for Law and Economic Studies (Columbia Law School); Lawrence A. Wein Professor of Real Estate Law (Columbia Law School). Corporate governance--Case studies; Corporate governance--Law and legislation--Case studies. What, if anything, do the reform experiences of transition countries teach about corporate governance theory more generally?

Bob Garratt (1997). The Fish Rots from the Head: The Crisis in Our Boardrooms: Developing the Crucial Skills of the Competent Director. (New York, NY: HarperCollinsBusiness, 225 p.). Directors of corporations; Corporate governance; Directors of corporations--Great Britain; Corporate governance--Great Britain.

John Gillespie, David Zwewig (2010). Money for Nothing: How the Failure of Corporate Boards Is Ruining American Business and Costing Us Trillions. (New York, NY, Free Press, 320 p.). Former investment banker (Lehman Brothers, Morgan Stanley, Bear Stearns); Formerly of Time Inc., Dow Jones, Co-Founder of Corporate governance --United States; Chief executive officers --United States --Professional ethics; Boards of directors --United States; Corporations --Corrupt practices --United States. World of boards = entrenched insiders' club -- virtually free of accountability, personal liability; dysfunctional system; what happened, failed to happen, in boardrooms of Lehman Brothers, General Motors, Bear Stearns, Countrywide; how resulted in so much financial devastation; how byzantine web of power, money brought on collapse after collapse; fig-leaf reforms.

Kerstin Gross (2007). Equity Ownership and Performance: An Empirical Study of German Traded Companies. (New York, NY: Physica Verlag, 373 p.). Corporate Governance; Financial Performance; Institutional Ownership; Managerial Ownership. Effect of ownership structure on company performance; four equations system: performance, general ownership concentration, managerial ownership, institutional ownership to trace different observed ownership effects to their origin.

Peter Alexis Gourevitch and James J. Shinn (2005). Political Power and Corporate Control: The New Global Politics of Corporate Governance. (Princeton, NJ: Princeton University Press, 384 p.). Professor of Political Science, Founding Dean at the Graduate School of International Relations and Pacific Studies (University of California, San Diego); Visiting Professor (Georgetown University's School of Foreign Service). Corporate governance; Corporations--Investor relations; Business and politics; Corporations--Political activity; International finance.

Edward S. Herman (1981). Corporate Control, Corporate Power. (New York, NY: Cambridge University Press, 432 p.). Corporate power--United States; Big business--United States; Industries--Social aspects--United States; Industrial policy--United States.

Sanford M. Jacoby (2004). The Embedded Corporation: Corporate Governance and Employment Relations in Japan and the United States. (Princeton, NJ: Princeton University Press. Howard Noble Professor of Management, Policy Studies, and History (University of California, Los Angeles). Management--Employee participation--Japan; Management--Employee participation--United States; Corporate governance--Japan; Corporate governance--United States; Personnel management--Japan; Personnel management--United States; Capitalism--Japan; Capitalism--United States; Comparative management.

Michael C. Jensen (2000). A Theory of the Firm: Governance, Residual Claims, and Organizational Forms. (Cambridge, MA: Harvard University Press, 311 p.). Corporate governance; Industrial management; Stockholders.

J. M. Juran and J. Keith Louden (1966). The Corporate Director. (New York, NY: American Management Association, 400 p.). Directors of corporations--United States.

Andrew Kakabadse and Nada Kakabadse (2008). Leading the Board: The Six Disciplines of World Class Chairmen. (New York, NY: Palgrave Macmillan, 288 p.). Professor of International Management Development at Cranfield University School of Management, UK; Professor in Management and Business Research at Northampton Business School, UK. Directors of corporations; Boards of directors; Executive ability. What it takes to succeed as chairman leading modern organization.

Jay W. Lorsch with Elizabeth MacIver (1989). Pawns or Potentates: The Reality of America's Corporate Boards. (Boston, MA: Harvard Business School Press, 200 p.). Directors of corporations--United States; Directors of corporations--Europe.

Paul W. MacAvoy, Ira M. Millstein (2003). The Recurrent Crisis in Corporate Governance. (New York, NY: Palgrave, 160 p.). Yale School of Management; Weil Gotshal and Manges. Corporate governance. 

Jonathan R. Macey (2008). Corporate Governance: Promises Kept, Promises Broken. (Princeton, NJ: Princeton University Press, 344 p.). Sam Harris Professor of Corporate Law, Corporate Finance, and Securities Law (Yale Law School). Corporate governance. How heightened government oversight has strangled market (best protection against malfeasance by self-serving management); relationship between corporate governance, various market and nonmarket institutions and mechanisms used to control public corporations; reliability of market-driven mechanisms (trading, takeovers); susceptibility of nonmarket devices to management co-opting.

Mairi Maclean, Charles Harvey, Jon Press; foreword by Adrrian Cadbury. (2006). Business Elites and Corporate Governance in France and the UK. (New York, NY: Palgrave Macmillan, 256 p.). Professor of European Business (Bristol Business School); and Professor of Business History and Management (Strathclyde Business School); Visiting Professor of Business History (Bristol Business School). Businesspeople--France; Businesspeople--Great Britain; Elite (Social sciences)--France; Elite (Social sciences)--Great Britain; Corporate governance--France; Corporate governance--Great Britain. Exercise of power and authority in two distinct national business systems.

Curtis J. Milhaupt, Katharina Pistor (2008). Law and Capitalism: What Corporate Crises Reveal about Legal Systems and Economic Development Around the World. (Chicago, IL: University of Chicago Press, 269 p.). Fuyo Professor of Law, Director of the Center for Japanese Legal Studies (Columbia Law School); Professor of Law (Columbia Law School). Law and economics; Corporate governance --Law and legislation; Industrial laws and legislation; Law --Political aspects; Capitalism --Moral and ethical aspects; Industrial organization (Economic theory). Legal regulation in global market for capital, corporate governance; challenges to legal regulation of business practices in capitalist economies; corporate governance crises in six countries, interaction of legal systems, economic change.

Morton Mintz & Jerry S. Cohen (1976). Power, Inc.: Public and Private Rulers and How To Make Them Accountable. (New York, NY: Viking Press, 659 p.). Elite (Social sciences)--United States; Power (Social sciences); Conflict of interests--United States; Political ethics; Professional ethics.

Robert A.G. Monks and Neil Minow (1991). Power and Accountability. (New York, NY: HarperBusiness, 292 p.). Social responsibility of business--United States; Corporate governance--United States; Stockholders--United States.

--- (1996). Watching the Watchers: Corporate Governance for the 21st Century. (Cambridge, MA: Blackwell, 340 p. (rev. 1995 ed. of Corporate Governance)). Corporate governance--United States.

--- (2003). Corporate Governance. (Malden, MA: Blackwell Publishers, 464 p. [3rd ed.]). Corporate governance--United States.

Robert A.G. Monks (1998). The Emperor's Nightingale: Restoring the Integrity of the Corporation in the Age of Shareholder Activism. (Reading. MA: Addison-Wesley, 283 p.). Corporate governance; Chaotic behavior in systems; Self-organizing systems; Complexity (Philosophy).

--- (2007). Corpocracy: How CEOs and the Business Roundtable Hijacked the World’s Greatest Wealth Machine and How To Get It Back. (Hoboken, NJ: Wiley, 272 p.). Founder of ISS, The Corporate Library, the LENS Fund, and Governance for Owners, Former CEO in two industries and the Director of Ten Publicly Traded Companies,. Corporations--Moral and ethical aspects; Chief executive officers--Moral and ethical aspects; Corporate governance. How corporations subvert public good for their own benefit. Weak shareholder control over large corporations, toll of unrestrained hunt for profits on environment, society. Shareholder activism to reconcile competing interests.

Ed. Randall K. Morck (2005). A History of Corporate Governance Around the World: Family Business Groups to Professional Managers. (Chicago, IL: University of Chicago Press, 687 p.). Stephen A. Jarislowsky Distinguished Chair in Finance (University of Alberta). Corporate governance--History. How capitalism differs in different settings, how those disparities arose and shaped subsequent institutions.

Robert K. Mueller (1974). Board Life: Realities of Being a Corporate Director. (New York, NY: AMACOM, 193 p.). Directors of Corporations

--- (1981). The Incompleat Board, the Unfolding of Corporate Governance. (Lexington, MA: Lexington Books, 283 p.). Directors of Corporations, Leadership, Industrial Management

--- (1982). Board Score : How to Judge Boardworthiness. (Lexington, MA: Lexington Books, 229 p.). Directors of Corporations, Organizational Effectiveness

--- (1984). Behind the Boardroom Door. (New York, NY: Crown, 242 p.). Directors of Corporations

--- (1996). Anchoring Points for Corporate Directors : Obeying the Unenforceable. (Westport, CT: Quorum Books, 196 p.). Directors of Corporations, Chief Executive Officers.

Alan Murray (2007). Revolt in the Boardroom: The New Rules of Power in Corporate America. (New York, NY: Collins, 272 p.). Assistant Managing Editor (Wall Street Journal). Corporate governance--United States; Boards of directors--United States; Chief executive officers--United States; Power (Social sciences)--United States; Corporations--Social aspects--United States. 2004 - leaders of 600 companies were asked to leave; 2005 - number more than doubled; 2006 - reached 1,400 companies; story of three seminal board revolts (Hewlett-Packard drama, ousting of Boeing's Harry Stonecipher, end of the reign of Hank Greenberg at AIG); how job of chief executive has rapidly, permanently changed.

John Nofsinger, Kenneth Kim (2003). Infectious Greed: Restoring Confidence in America's Companies. (Upper Saddle River, NJ: Prentice Hall/Financial Times, 277 p.). Corporate governance--United States; Directors of corporations--United States; Corporations--United States--Finance; Investments--United States; Stockholders--United States.

Ed. Justin O'Brien (2005). Governing the Corporation: Regulation and Corporate Governance in an Age of Scandal and Global Markets. (Hoboken, NJ: Wiley, 394 p.). Senior Fellow at the Institute of Governance, Public Policy and Social Research,  Senior Fellow at the Institute of Governance, Public Policy and Social Research (Queen's University, Belfast). Corporate governance--Law and legislation; Corporations--Accounting--Law and legislation; Corporations--Corrupt practices; Corporate governance. Insights of internationally recognized academics and practitioners involved in the governance of global financial markets.

Mary O'Sullivan (2000). Contests for Corporate Control: Corporate Governance and Economic Performance in the United States and Germany. (New York, NY: Oxford University Press, 332 p.). Corporate governance--United States; Corporate governance--Germany; Corporations--United States; Corporations--Germany; Industrial management--United States; Industrial management--Germany; United States--Economic conditions; Germany--Economic conditions.

James E. Post, Lee E. Preston, Sybille Sauter-Sachs (2002). Redefining the Corporation: Stakeholder Management and Organizational Wealth. (Stanford, CA: Stanford University Press, 320 p.). Corporate governance; Corporations--Investor relations; International business enterprises; International trade; Globalization--Economic aspects; Corporations.

Selected by Charles Preston (1982). Can Board Chairmen Get Measles?: Thirty Years of Great Cartoons from the Wall Street Journal. (New York, NY: Crown, 128 p.). Business--Caricatures and cartoons; Industries--Caricatures and cartoons; American wit and humor, Pictorial.

Steven J. Root (1998). Beyond COSO: Internal Control To Enhance Corporate Governance. (New York, NY: Wiley, 340 p.). Internal control, integrated framework; Industrial management--United States; Auditing, Internal.

Hilary Rosenberg (1999). A Traitor to His Class: Robert A.G. Monks and the Battle to Change Corporate America. (New York, NY: Wiley, 378 p.). Monks, Robert A. G., 1933-; Businessmen--United States--Biography; Corporate governance--United States; Stockholders--United States; Corporations--Investor relations--United States; Social responsibility of business--United States.

Jordan A. Schwarz (1987). Liberal: Adolf A. Berle and the Vision of an American Era. (New York, NY: Free Press, 452 p.). Berle, Adolf Augustus, 1895-1971; Statesmen--United States--Biography; Economists--United States--Biography; New Deal, 1933-1939; United States--Politics and government--1933-1945; United States--Politics and government--1945-1989.

David Skeel (2004). Icarus in the Boardroom: The Fundamental Flaws in Corporate America and Where They Came From. (New York, NY: Oxford University Press, 256 p.). S. Samuel Arsht Professor of Corporate Law (U. of Pennsylvania). Corporate governance--United States; Directors of corporations--United States; Industrial management--United States. 

Roy C. Smith and Ingo Walter (2005). Governing the Modern Corporation: Capital Markets, Corporate Control and Economic Performance. (New York, NY: Oxford University Press, 320 p.). Professors, Stern School of Business (New York University). Corporate governance; Capital market; Corporate governance--United States; Capital market--United States. All of the market's professional players carry fiduciary obligations to their shareholders, clients, investors; must be accountable.

Lalita S. Som (2006). Stock Market Capitalization and Corporate Governance in India. (New York, NY: Oxford University Press, 247 p.). Corporate governance--India; Stock exchanges--India; Capital market--India; Corporations--India--Finance. Corporate governance systems across the world, specific corporate governance issues in emerging markets like in India.

G.P. Stapledon (1996). Institutional Shareholders and Corporate Governance. (New York, NY: Oxford University Press, 376 p.). Coprorate governance; Institutional investments; Corporations--Investor relations; Corporate governance--Great Britain; Institutional investments--Great Britain; Corporations--Investor relations--Great Britain; Corporate governance--Australia; Institutional investments--Australia; Corporations--Investor relations--Australia.

Michael Useem (1993). Executive Defense: Shareholder Power and Corporate Reorganization. (Cambridge, MA: Harvard University Press, 289 p.). Corporate governance--United States--Case studies; Corporations--United States--Investor relations--Case studies; Stockholders' voting--United States--Case studies; Stock ownership--United States--Case studies; Directors of corporations--United States--Case studies; Organizational change--United States--Case studies; Industrial management--United States--Case studies.

Ralph D. Ward (2000). Improving Corporate Boards: The Boardroom Insider Guidebook. (New York, NY: Wiley, 249 p.). Boards of directors; Corporate governance.

--- (2003). Saving the Corporate Board: Why Boards Fail and How To Fix Them. (Hoboken, NJ: Wiley, 232 p.). Publisher, Boardroom INSIDER. Boards of directors--United States; Directors of corporations--United States; Corporate governance--United States.

J. Fred Weston, Kwang S. Chung, Juan A. Siu (2003). Takeovers, Restructuring, and Corporate Governance. (Upper Saddle River, NJ: Prentice-Hall, 720 p. [4th ed.]). Consolidation and merger of corporations--United States--Finance; Consolidation and merger of corporations--United States--Management.



CalPERS Corporate Library                                                                                                                                                      

A bibliographic database comprising much of the history of the development of corporate governance, dating back in some instances to the late 70's. This Library includes coverage of the major regulatory and legal documents, academic papers, conference proceedings and major news stories, nearly 14,000 individual items, in many cases fully abstracted.

Center for Corporate Governance (University of Delaware)                                                                                                                                               

Established to propose sensible and progressive changes in corporate structure and management through education and interaction. It provides a forum for business leaders, members of corporate boards, corporate legal scholars and practitioners, jurists, economists, graduate and undergraduate students and all other persons interested in corporate governance issues to meet, to interact, to learn and to teach.

Corporate Governance: Enhancing Return on Capital through Increased Accountability            http://Www.Corpgov.Net/)                                                                                    

Since 1995 the Corporate Governance site has provided news, internet links, and a small reference library. The site serves as a discussion forum and NETwork for numerous stakeholders who are leading authorities in explaining movements and motives in the field; The editor, James McRitchie, openly promotes active participation by shareholders in the governing of corporations as a means of enhancing their ability to create wealth. Knowledge has surpassed machines and the stored value of money itself, as the driving force behind the world economy. In the recent past, companies learned they could create better products more efficiently with the full mental participation of their employees. Today, many are finding that participation by shareholders also adds value. Venture capitalists who are willing to invest idas as well as money are outperforming the market. Join us in our attempt to enhance wealth through increased accountability to investors by creating more democratic forms of corporate governance and corporate monitoring.

The Corporate Library                                                                                                                                                                                          

The Corporate Library is intended to serve as a central repository for research, study and critical thinking about the nature of the modern global corporation, with a special focus on corporate governance and the relationship between company management, their boards and their shareowners. All content on the site is open to visitors at no cost. Due to copyright restrictions, however, some documents and other sites referenced herein cannot yet be made directly available.

Kennesaw State University’s Corporate Governance Center                                                                                                                    

A leading provider of corporate governance information to directors, researchers, professors, advisors and other interested parties. Our programs promote effective corporate governance for public, private and nonprofit enterprises, with particular emphasis on audit committees and entrepreneurial companies.

Robert A.G. Monks                                                                                                                                                                                                       

Assembly and dissemination of information and opinion about global issues of corporate governance.

John L. Weinberg Center for Corporate Governance                                                                                                                                                           

Established in 2000 in the University of Delaware's Alfred Lerner College of Business and Economics, the vision of the John L. Weinberg Center for Corporate Governance is to propose progressive changes in corporate structure and management through education and interaction. The Center provides a forum for business leaders, members of corporate boards, the legal community, academics, practitioners, graduate and undergraduate students, and others interested in corporate governance issues to meet, interact, learn and teach. Using the fully endowed Edgar S. Woolard, Jr. Chair of Corporate Governance as the base for the Center, our goal is to develop programs that will generate local, national and even international interest.


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