哲夫 尾崎

Bio: 哲夫 尾崎 is an academic researcher. The author has an hindex of 1, co-authored 1 publications receiving 83 citations.

会社法 = Company law

Abstract: 第１編 総則 第２編 株式会社 第３編 持分会社 第４編 社債 第５編 組織変更、合併、会社分割、株式交換及び株式移転 第６編 外国会社（８１７条‐８２３条） 第７編 雑則 第８編 罰則（９６０条‐９７９条）

Factors Influencing Voluntary Corporate Disclosure by Kenyan Companies

Abstract: There has been considerable research in respect of voluntary disclosure by companies and factors that may explain such disclosure. However, most of the research has been centred in developed countries. This study extends the previous literature by examining voluntary disclosure in a developing country, namely Kenya. Over the last decade, the Kenyan Government has initiated several far-reaching reforms at the Nairobi Stock Exchange (NSE) in order to mobilise domestic savings and attract foreign capital investment. These measures include privatisation of state corporations through the stock exchange and allowing foreign investors to own shares in the listed companies. This study provides a longitudinal examination of voluntary disclosure practices in the annual reports of listed companies in Kenya from 1992 to 2001. The study investigates the extent to which corporate governance attributes, ownership structure and company characteristics influence voluntary disclosure practices. Our results suggest that the extent of voluntary disclosure is influenced by a firm's corporate governance attributes, ownership structure and company characteristics. The presence of an audit committee is a significant factor associated with the level of voluntary disclosure, and the proportion of non-executive directors on the board is found to be significantly negatively associated with the extent of voluntary disclosure. The study also finds that the levels of institutional and foreign ownership have a significantly positive impact on voluntary disclosure. Large companies and companies with high debt voluntarily disclose more information. In contrast, board leadership structure, liquidity, profitability and type of external audit firm do not have a significant influence on the level of voluntary disclosure by companies in Kenya.

Causation in Competition Law Damages Actions

Abstract: Competition law damages actions are often characterized by the uncertainty of the causal connection between the infringement and the harm. The damage consists in a pure economic loss flowing from an anticompetitive conduct. In such cases, the complexity of the markets structures, combined with the interdependence of individuals' assets, fuel this causal uncertainty. In this work, Claudio Lombardi elucidates the concept of causation in competition law damages actions and outlines its practical implications in competition litigation through the comparative analysis of the relevant statutory and case law, primarily in the European Union. This book should be read by practitioners, scholars, and graduate students with experience in competition law, as well as those interested in analyzing economic torts and causation in general.

A Case for Shareholders' Fiduciary Duties in Common Law Asia

Abstract: This book reconceptualises the role of the general meeting and shareholders in the listed companies in four leading common law jurisdictions in Asia (Singapore, Hong Kong, India and Malaysia) as one that should include fiduciary duties. It demonstrates why, when, by whom and how fiduciary duties should be imposed and how they could be enforced. In so doing, it refutes the long-standing common law rule that shareholders can generally vote as they please. The book advances the debate on a central notion of corporate law, namely, the interests of the company. It addresses the deficiencies in the law regulating conflicts of interest involving controlling shareholders and institutional shareholders and provides solutions to the problem of activist and passive minority institutional investors. This book challenges us to rethink the meaning and implementation of the long-term success of the company and shows how corporate governance should and could be made.

Shareholders' Claims for Reflective Loss in International Investment Law

Abstract: In recent years, investor-state tribunals have often permitted shareholders' claims for reflective loss despite the well-established principle of no reflective loss applied consistently in domestic regimes and in other fields of international law. Investment tribunals have justified their decisions by relying on definitions of 'investment' in investment agreements that often include 'shares', while the no-reflective-loss principle is generally justified on the basis of policy considerations pertaining to the preservation of the efficiency of the adjudicatory process and to the protection of other stakeholders, such as creditors. Although these policy considerations militating for the prohibition of shareholders' claims for reflective loss also apply in investor-state arbitration, they are curable in that context and must be balanced with policy considerations specific to the field of international investment law that weigh in favor of such claims: the protection of foreign investors in order to promote trade and investment liberalization.