Watching the Watchers: Corporate Goverance for the 21st Century / Edition 1

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No aspect of business or finance has changed more dramatically over the past decade than corporate governance. Until recently it has been unthinkable for a shareholder resolution to be sponsored by an institutional investor, or for a resolution sponsored by an individual investor to get more than 3 per cent of the vote. Suddenly institutional investors are submitting dozens of shareholder resolutions, all with substantial support. Astonishingly, shareholders have been reponsible for the departures of CEOs from the giants of Corporate America - General Motors, weestinghouse, IBM and Kodak.

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Editorial Reviews

Library Journal
Well-known activists in the area of shareholder rights, Monks and Minow (Power and Accountability, HarperBusiness, 1991) are particularly effective here in explaining the rapid changes in corporations over the past decade and why shareholders need to take a more active role in their corporation's governance. The authors describe and clarify the different roles of board members, management, and shareholders and explore how each should interact with the other. Both informative and persuasive, they provide numerous cases to support their arguments. Recommended for larger business and public affairs collections.Robert Logsdon, Indiana State Univ. Lib., Indianapolis
David Rouse
The authors have already made names for themselves as shareholder activists, and they take up here where they left off with "Power and Accountability" (1991). Overlooking responsibility to society and employees, they state that "the goal of corporate governance is to find a way to maximize wealth creation over time." After looking at the various definitions of what a corporation is, they analyze how the roles of shareholders (owners), directors (monitors), and managers (doers) combine to fulfill that goal. Monks and Minow are partners in an investment management firm and argue that pension fund investments have created a new kind of shareholder that is particularly suited to push companies to perform better. They also contrast corporate governance practices in several other countries. Numerous examples illustrate the authors' arguments, but are supplied scattershot.
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Product Details

  • ISBN-13: 9781557868664
  • Publisher: Wiley
  • Publication date: 10/29/1996
  • Edition number: 1
  • Pages: 364
  • Product dimensions: 0.75 (w) x 9.21 (h) x 6.14 (d)

Meet the Author

Robert A. G. Monks and Nell Minow have been at the forefront of shareholders' activism for years, leading shareholder initiatives at companies like Sears, Westinghouse, Kodak, and Borden. They are currently principals in Lens, Inc., a Washington, D.C. investment fund that actively exerts its shareholder right to push for better performance.

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Table of Contents

List of cases in point.

Foreword by B. Minoru Makihara.



1. What is a Corporation?.

2. Shareholders: Ownership.

3. Directors: Monitoring.

4. Management: Performance.

5. Re-empowering the Shareholders: A Proposed Agenda forAction.

6. Re-empowering the Board: A Proposed Agenda for Action: HughParker.

7. International Governance.


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