Shareholder inspection rights form an important tool for shareholder protection. They offer shareholders seeking information private access to specific books and records of the company that are otherwise not publicly available. While there has been a discourse on the topic in some jurisdictions such as Delaware (USA), it has not received scholarly treatment at an international level. This Research Handbook seeks to alter that, and signifies the first endeavor to engage in a comprehensive and comparative analysis of shareholder inspection rights across 19 different jurisdictions representing five continents.
Themes emerging from the study include the historical evolution of inspection rights, the statutory design of the inspection regime, how inspection rights interact with disclosure norms under securities regulation, and the manner in which inspection rights are actually utilized by shareholders. While there is some commonality among jurisdictions, the larger story is one of divergence, which is understandable since local needs tend to drive the design and operation of the regime.
The Research Handbook on Shareholder Inspection Rights is invaluable to academics, scholars, and students working in the area of corporate law and governance, legal practitioners working in corporate law and, in particular, shareholder litigation and regulators and government bodies overseeing the corporate sector, including corporate and securities regulators.
Recenzijos
The book is a collection of contributions penned by legal or policy experts who provide a substantive analysis of the field of shareholders inspection rights. It is a very coherent piece of work offering an in-depth analysis of the law, case-law and cultural background of the rights in question. It offers a notable contribution to the understanding of this important and complex area. The book is successful in its attempt to present a multi-layered yet coherent analysis of shareholders and their rights. It is an essential reading on the institutional architecture and trans-border nature of companies. Therefore, this book is highly recommended for anyone interested in this field as it is a powerful guide to the complex questions raised when examining shareholders rights. -- Marios Koutsias, BACL blog (British Association of Comparative Law) This volume brings together experts from around the world to undertake the first systematic comparative analysis of shareholder inspection rights, which are an important element in corporate governance and shareholder litigation. Given the increase in shareholder participation, stewardship and activism globally, the volume is of immense relevance to scholars and practitioners of corporate law and governance. -- GUO Li, Peking University Law School, China
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vii | |
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1 Introduction to the Research Handbook on Shareholder Inspection Rights |
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1 | (19) |
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PART I THE UNITED KINGDOM |
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2 United Kingdom historical viewpoint |
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20 | (20) |
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3 Shareholder inspection rights in the UK: hotchpotch provision and information deficits |
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40 | (30) |
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PART II CONTINENTAL EUROPE |
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4 Shareholder inspection rights in Belgium: unpopular or unnecessary? |
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70 | (30) |
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5 Shareholders' inspection and investigation rights in France |
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100 | (21) |
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6 Information rights of shareholders in German company law |
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121 | (19) |
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7 Inspection rights in Italy |
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140 | (10) |
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8 Inspection rights in Spain |
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150 | (21) |
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9 Shareholder inspection rights in Sweden and the Nordic countries |
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171 | (15) |
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10 Right of information and right of inspection in the Netherlands |
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186 | (19) |
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11 The paradox of Delaware's "tools at hand" doctrine: an empirical investigation |
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205 | (44) |
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12 Addendum: recent developments in the "tools at hand" doctrine |
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249 | (9) |
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13 Alternative entity inspection rights |
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258 | (14) |
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14 Shareholder investigation rights in Canada: a balancing of competing interests |
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272 | (17) |
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15 Shareholders'inspection rights in Colombia |
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289 | (18) |
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Francisco Reyes Villamizar |
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16 Inspection rights and the Brazilian Law of Corporations |
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307 | (16) |
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Marcelo Vieira von Adamek |
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PART IV ASIA AND AUSTRALIA |
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17 Shareholder inspection rights in Australia: then and now |
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323 | (20) |
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18 Shareholder inspection rights in China: law and practice |
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343 | (18) |
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19 Over-disclosure in Hong Kong? The role of shareholder inspection rights in a competitive IFC |
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361 | (16) |
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20 Shareholder inspection rights in India: restricted scope and diminished effect |
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377 | (19) |
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21 Shareholder inspection rights in Japan: a segmented multiple-track approach |
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396 | (16) |
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22 Shareholder inspection rights in Korea: law and practice from a comparative perspective |
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412 | (18) |
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23 Limited shareholder inspection rights in Singapore: worrying legal gap or unnecessary for rankings? |
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430 | (17) |
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Index |
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447 | |
Edited by Randall S. Thomas, John S. Beasley II Chair in Law and Business, Director, Law and Business Program, Professor of Management, Owen Graduate School of Management and School of Law, Vanderbilt University, US, Paolo Giudici, Professor of Business Law, Free University of Bozen-Bolzano, Italy and Umakanth Varottil, Associate Professor of Law, National University of Singapore, Singapore