Billed as the first law school casebook in its field, Corporate Governance: Principles & Practices, should also appeal to students of management, corporate directors, shareowners and anyone interested in the major legal concepts, laws and court cases that shape this dynamic field. The many questions raised in each chapter are helpful in clarifying issues likely to arise in common practice.
Formatted like a CCH or Aspen guide, the book is divided into numerically indexed chapters, sub-chapters, and headings, almost down to the paragraph level… great for speedy reference.
The book starts with an excellent overview of history and a comparison of nexus of contracts, director primacy, communitarian, team production and other models. It then moves on to board powers, processes and duties, the role of shareowners, elections, compensation, social responsibility, ethics, comparative corporate governance, an assessment of whether good corporate governance pays and appendices on suggested paper topics, a menu of shareowner proposal topics and a list of recommended resources, including corpgov.net.
Walter Effross does an excellent job of covering the basic issues, summarizing important points and introducing his readers to thought leaders in the field.