Corporate group

About: Corporate group is a research topic. Over the lifetime, 1747 publications have been published within this topic receiving 46868 citations.

Guilty by Proxy: Expanding the Boundaries of Responsibility in the Face of Corporate Crime

Abstract: The BP oil spill and financial crisis share in common more than just profound tragedy and massive clean-up costs. In both cases, governmental commissions have revealed widespread wrongdoing by individuals and the entities for which they work. The public has demanded justice, yet the law enforcement response in both cases has been underwhelming. In particular, no criminal indictments have been sought for any of the corporations responsible for the Macondo oil rig explosion or the Wall Street banks involved in the financial meltdown.This governmental restraint reflects a deep-seated ambivalence about corporate criminal liability. Though scholars have been debating the justifiability of prosecuting and punishing corporations since the doctrine’s inception just over 100 years ago, virtually no progress has been made by either side. Thus, we have devastating instances of corporate crime and no good justification for prosecuting and punishing corporations.This Article seeks to diagnose the reason for which the doctrine of corporate criminal liability has failed to gain widespread acceptance. It then advances a new theoretical foundation for the doctrine.The Article begins by arguing that the debate about corporate criminal liability has focused on the wrong question – viz. a question about whether the corporation is the kind of entity that can be held morally, and hence criminally, responsible where it commits an offense. But it may be that the criminal law should target the corporation not because it deserves punishment, but because its members do. The remainder of the Article seeks to defend this possibility. To that end, the Article advances a novel account of responsibility for group wrongdoings. On this account, a group’s members might deserve blame for a group wrong no matter whether they participated in, recklessly tolerated, or negligently caused the wrong to occur. The Article applies this account to the corporation, and argues, first, that the account furnishes a ground for holding corporate officers and directors responsible for the corporation’s crime and, second, that their responsibility provides the rationale for prosecuting and punishing the corporations that they serve. In other words, the Article defends corporate criminal liability as a way of targeting the corporation’s officials, who are blameworthy just in virtue of their role within the corporation. The Article ends by describing a series of corporate criminal sanctions that would orient blame toward corporate officials, and thereby reflect the rationale for corporate criminal liability advanced here.

Organizational characteristics of cross-border mergers and acquisitions: A synthesis and classic case examples from around the world

Abstract: Given that several publicly announced international merger and acquisition deals have been abandoned in recent years, the purpose of this paper is to present a synthesis of influential articles that examine organizational characteristics of cross-border acquisition transactions. The synthesis is framed through general traits and resources, learning and prior acquisition experience, and top-level management and governance attributes. Specifically, the paper conceptualizes key organizational attributes influencing the propensity of cross-border negotiations, and the most common characteristics and post-deal effects by illustrating several case examples from around the world.,Owing to fairness and integrity principles of the literature survey studies, the paper adopts an exploratory review design to present a synthesis of several influential articles published in strategy, international business and corporate finance journals. Since case method and storytelling are the best qualitative approaches to conceptualizing extant theoretical contributions, a number of case examples—successful, delayed and abandoned—from around the world have been discussed by leveraging the case information from archival sources.,Drawing on resource-based view, organizational learning, upper echelons and agency theory perspectives, the paper underscores three observations. First, organizational characteristics such as firm age, firm size, ownership structure, slack resources, marketing resources, technological intensity, export intensity and business group affiliation have different impacts on the propensity of publicly announced cross-border deals. Second, firm’s prior acquisition experience and firm’s acquisition experience in the target country have positive or moderating effects on the success of a cross-border merger. Third, top-level management characteristics such as CEO foreign nationality and CEO international career experience, and governance characteristics such as board size, the number of independent directors and directors with overseas experience, have mixed effects on the incidence of cross-border acquisitions.,The paper puts forth several recommendations for top-level managers participating in cross-border acquisition negotiations, such as learning from peers in the same industry, learning from predecessors in the target country and learning from failure negotiations in the same industry and other industries.,Nested within the organizational, international business strategy and corporate finance literature, the paper presents a synthesis of influential publications that study organizational characteristics affecting the propensity of cross-border acquisitions. The cases discussed in this paper are unique examples from around the world.

Would Firm Performance be Better with Women Directors? Evidence from India:

Abstract: The purpose of this article is to examine the impact of women directors on firm performance of Indian companies and to check the impact after controlling their firm-specific and corporate governance variables. Further, the study explores the impact of women directors on firm performance of group firms and standalone firms. Regression models used in the study reveal that women directors create a positive and significant impact on firm performance as measured by return on assets (ROA) and Tobin’s Q. Further, the study found that the relationship becomes stronger if a firm belongs to the business group. This article adds to the existing literature on gender diversity at the board level, by analysing the impact of women directors on firm performance in the Indian context. This study is the first to examine the aspect of gender diversity in the Indian context.

Dividend Policies of Privately Held Companies: Stand-Alone and Group Companies in Belgium

Abstract: This study examines the dividend policies of privately held Belgian companies, differentiating between stand-alone companies and those affiliated with a business group. We find that privately held companies typically do not pay dividends. Compared to public companies, they are less likely to pay dividends and they have lower dividend payouts. Our results also suggest that group companies pay more dividends than stand-alone companies, consistent with the hypothesis that tax-exempt group firms redistribute dividend payments on the group's internal capital market. Group companies pay higher dividends if they have minority shareholders. © 2010 Blackwell Publishing Ltd.

The European Private Company

Abstract: The European Private Company (EPC) is best understood as part of the effort of providing a uniform statute for a wide group of companies that can operate in and move to any part of Europe under a single set of regulations. Starting from the suggestion that the EPC might increase the level of trade overall, the author goes on to point out that this vehicle may produce distinct advantages for a wide group of companies. The author points to the key role the EPC could play in the development of inward investment in the European Union, particularly in stimulating cooperative joint ventures. Importantly, the EPC may be useful to countries that have recently entered or are planning to join the European Union. The article explores the two types of companies that are likely to adopt the EPC and examines the set of model articles of association for the draft statute, which include a wide range of company law elements, including fiduciary duties, a business judgment rule, pre-emption rights, voting rules and valuation rules on share transfer.