Comparative Corporate GovernanceIn a globalized world, it becomes more and more important to be familiar with more than one system of corporate governance. This course will provide students a comparative and functional perspective of major corporate law topics. We will discuss different modes of legal regulation (e.g. mandatory law vs. enabling law), including "soft laws" such as Corporate Governance Codes and their enforcement. We will also discuss the question of who should be represented on the board (including questions such as mandatory employment representation, gender quotas and independent directors), issues of manager liability and shareholder voting, and the growing topic of Corporate Social Responsibility (CSR). Reading materials include both theoretical texts and cases. The course will use a mixture of lecturing and in-class discussion. A focus will be on the legal systems of the USA, the UK and continental Europe (including EU), with an emphasis on Germany.
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