UID:
almahu_9949386067802882
Format:
1 online resource (275 pages)
ISBN:
9781000756289
,
1000756289
,
9780429293344
,
0429293348
,
9781000756890
,
1000756890
,
9781000757507
,
1000757501
Series Statement:
Routledge Research in Corporate Law Ser.
Content:
This book examines the role and potential of derivative actions in shareholder protection in public limited companies. Derivative actions have been a focal point of legislators' agendas on shareholder protection, in the past few decades, throughout Europe and beyond. Nevertheless, there remain jurisdictions, such as Greece, which are still devoid of this remedy. Against this backdrop, this book examines whether and how the derivative action may improve shareholder protection, constituting thus a mechanism that justifies legislative attention. It does so in three parts. First, it analyses the desirable role derivative actions assume in protecting shareholder property, monitoring corporate management and mitigating agency costs, alongside their economic implications, introducing the reader to the contemporary international debate on the topic. Having set the desiderata, the second part proceeds with the comparative analysis of Greek, German and UK law - jurisdictions that have recently reformed their provisions on shareholder protection - examining not only the law on derivative actions and their Greek counterpart remedy but also mechanisms of shareholder protection that do, or could, assume functions similar to those of the derivative action. By critically assessing the merits and failures of the respective UK, German and Greek shareholder protection laws, the book then proceeds to offer (in Part III) a model framework of shareholders' derivative litigation for jurisdictions considering reform. Written in an accessible format, it will be an invaluable resource for anyone interested in this important aspect of company law and corporate governance.
Note:
Cover -- Half Title -- Series Page -- Title Page -- Copyright Page -- Dedication -- Table of Contents -- Acknowledgements -- Abbreviations -- PART I: Derivative actions in abstracto: the theoretical framework of this study -- 1. Introduction -- 1.1 The subject and the objectives of this book -- 1.2 The jurisdictional focus -- 1.3 Outline of the issues considered -- 2. The importance of an effective shareholder remedy for wrongs against the company -- 2.1 Introduction -- 2.2 The proprietary perspective -- 2.3 The corporate governance perspective
,
2.4 The economic implications of derivative actions -- 2.5 Conclusion -- PART II: Derivative actions de lege lata: a comparative and functional analysis -- 3. Comparison of functionally equivalent rules on shareholders' enforcement of corporate claims -- 3.1 Introduction -- 3.2 The strategies adopted regarding costs allocation -- 3.3 Restrictions on litigation in particular -- 3.4 On accumulation of information and the need thereof -- 3.5 Restrictions regarding the claimant's discretion following success in the admission stage -- 3.6 Conclusions
,
4. The Greek framework for shareholder protection in a comparative context and the (in)existence of alternatives to derivative actions -- 4.1 Introduction -- 4.2 Contractual freedom as ameans of shareholder protection -- 4.3 Collective litigation -- 4.4 Remedies against oppression, abuse and unfair prejudice -- 4.5 Remedies for improprieties related to General Meeting resolutions -- 4.6 The market for corporate control: Exit as an option? -- 4.7 Recent measures to improve the Greek framework on shareholder protection: Big steps, not leaps -- 4.8 Concluding remarks
,
PART III: Derivative actions de lege ferenda: suggestions based on comparative considerations -- 5. Proposals for a functioning and truly protective derivative action -- 5.1 Introduction -- 5.2 Is the transition from company's actions to derivative actions desirable? Insights from Germany -- 5.3 Who should be allowed to sue? -- 5.4 Constraints to frivolous/vexatious litigation: The admission stage -- 5.5 Removing the disincentives of litigation costs -- 5.6 Access to (claim-related) information -- 5.7 Concluding remarks -- 6. Conclusion -- 6.1 Synopsis
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6.2 Derivative actions beyond the jurisdictional focus of this book -- 6.3 The prospects of convergence within the EU -- Bibliography -- Table of cases -- Annex -- Index
Additional Edition:
Print version: Zouridakis, Georgios. Shareholder Protection Reconsidered : Derivative Action in the UK, Germany and Greece. Milton : Routledge, ©2019 ISBN 9780367235826
Language:
English
Keywords:
Electronic books.
;
Electronic books.
DOI:
10.4324/9780429293344.
URL:
https://www.taylorfrancis.com/books/9780429293344
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