Corporate Control, Dual Class, and the Limits of Judicial Review
In: European Corporate Governance Institute - Law Working Paper No. 462/2019
61 Ergebnisse
Sortierung:
In: European Corporate Governance Institute - Law Working Paper No. 462/2019
SSRN
In: Canadian journal of political science: CJPS = Revue canadienne de science politique, Band 49, Heft 4, S. 763-785
ISSN: 1744-9324
AbstractConcerned by the proliferation of idiosyncratic prescriptive case studies in the nascent subfield of policy studies, Richard Simeon, in his seminal 1976 article, asked scholars to produce more comparative policy research that aimed at explaining general events and contributing to theory building. The extent to which Simeon's vision materialized remains debated. With a view to informing this debate, we conducted a systematic content analysis of the articles published in five major generalist public policy journals from 1980 to 2015. The analysis reveals that Canadian policy scholars took a comparative turn, publishing more territorial, sector and time comparisons than in the past. We also found evidence that theoretical knowledge accumulation is more important today for Canadian authors than it was when Simeon wrote his article.
In: The journal of the Royal Anthropological Institute, Band 27, Heft 2, S. 285-302
ISSN: 1467-9655
AbstractThe 'sensory turn' in anthropology has generated a significant literature on sensory perception and experience. Whilst much of this literature is critical of the compartmentalization of particular 'senses', there has been limited exploration of how anthropologists might examine sensory perception beyond 'the senses'. Based on ethnographic fieldwork with people who have impaired vision walking the South Downs landscape in England, this article develops such an approach. It suggests that the experiences of seeing in blindness challenge the conceptualization of 'vision' (and 'non‐vision'). In place of 'vision' (as a sense), the article explores 'activities of seeing' – an approach that contextualizes the visual to examine the biographically constituted and idiosyncratic nature of perception within an environment. Through an ethnography of seeing with anatomical eyes and 'seeing in the mind's eye', it articulates an approach that avoids associating perception with anatomy, or compartmentalizing experience into 'senses'.
In: Textxet volume 85
"Representing Wars from 1860 to the Present examines representations of war in literature, film, photography, memorials, and the popular press. The volume breaks new ground in cutting across disciplinary boundaries and offering case studies on a wide variety of fields of vision and action, and types of conflict: from civil wars in the USA, Spain, Russia and the Congo to recent western interventions in Afghanistan and Iraq. In the case of World War Two, Representing Wars emphasises idiosyncratic and non-western perspectives - specifically those of Japanese writers Hayashi and Ooka. A central concern of the thirteen contributors has been to investigate the ethical and ideological implications of specific representational choices"--
"This book tells the story of the political and intellectual adventures of EP Thompson, one of Britain's foremost twentieth-century thinkers. Drawing on extraordinary new unpublished documents, Scott Hamilton shows that all of Thompson's work, from his acclaimed histories to his voluminous political writings to his little-noticed poetry, was inspired by the same passionate and idiosyncratic vision of the world. In a narrative that moves from the battlefields of Spian and Italy to the coal towns of Yorkshire to the bloody chaos of Emergency India, Hamilton present Thompson as a man determined to find an alternative, in thought and in action, to the ideologies of Stalinism and right-wing 'Natopolotanism' that together dominated the postwar world ... This book will appeal to scholars and general readers with an interest in left-wing politics and theory, British society twentieth-century history, modernist poetry and the philosophy of history"--Provided by publisher
In: Differences: a journal of feminist cultural studies, Band 35, Heft 2, S. 89-108
ISSN: 1527-1986
This article reflects on the impact of Evelynn Hammonds's seminal essay "Black (W)holes and the Geometry of Black Female Sexuality" to theorize how suturing might present an apt method for considering the complexities and contradictions of Black female sexuality. This essay takes up Hammonds's charge to develop a "politics of articulation" to reveal how Black and Latinx transwomen in the Emmy-award-winning series Pose (as represented by Angel Evangelista, Elektra Abundance, and Blanca Evangelista) and Black motherhood in P-Valley (as represented by the relationship between Mercedes and her daughter Terricka) expose the embodied complexities and contradictions of Black female sexuality. The author aims to demonstrate how suturing these two seemingly antagonistic ways of understanding Black female sexuality remains key to a politics of articulation because they conjure idiosyncratic visions of erotic freedom not reliant on negation.
In: The Brookings Essay
The past five years have been turbulent for the eurozone. Yet leaders such as Angela Merkel and Fran?ois Hollande are determined to keep The European Project intact, and even among one-time critics there is a broad consensus that the eurozone will have to hang together. Strobe Talbott introduces the extraordinary life and vision of Jean Monnet-the man credited as the architect of European unity. Monnet died in 1979, long before the euro went into circulation, and his relevance today is all the more striking in light of his idiosyncratic career. He was born in 1888 to a long line of brandy arti
Digital and sensory marketing is often presented as an essentialism in itself with the potential to construct results in global consumption culture. However, this paper argues that this model of marketing is very complex because it is embedded in the dynamics of history and symbolism. Digital and sensory marketing is not constructed in a vacuum, but by generations of people who challenge orthodox views of consumption and forge their own idiosyncratic visions of marketing, which the business and corporate world soon adopt. Products and services do not have inherent properties of their own but rather draw their signification from consumption culture. The generations that drive consumption have their own attitudes and sense of selffulfillment that eventually determine the branding experience. ICTs have a critical role to play in moulding this changing culture. However, there are certain risks that the shifts in the value of global consumption culture may bring, particularly when it comes to new ethical questions such as how to control privacy, intrusion and the utilization of big data
BASE
"The 1970s has often been hailed as a great moment for American film, as a generation of "New Hollywood" directors like Scorsese, Coppola, and Altman offered idiosyncratic visions of what movies could be. Yet the auteurist discourse hailing these directors as the sole authors of their films has obscured the important creative roles women played in the 1970s American film industry. Women in New Hollywood revises our understanding of this important era in American film by examining the contributions that women made not only as directors, but also as screenwriters, editors, actors, producers, and critics. Including essays on film history, film texts, and the decade's film theory and criticism, this collection showcases the rich and varied cinematic products of women's creative labor, as well as the considerable barriers they faced. It considers both women working within and beyond the Hollywood film industry, reconceptualizing New Hollywood by bringing it into dialogue with other American cinemas of the 1970s. By valuing the many forms of creative labor involved in film production, this collection offers exciting alternatives to the auteurist model and new ways of appreciating the themes and aesthetics of 1970s American film"--
A Publishers Weekly Best Religion Book of the Year A Choice Outstanding Academic Title For many Americans, being Christian is central to their political outlook. Political Christianity is most often associated with the Religious Right, but the Christian faith has actually been a source of deep disagreement about what American society and government should look like. While some identify Christianity with Western civilization and unfettered individualism, others have maintained that Christian principles call for racial equality, international cooperation, and social justice. At once incisive and timely, Christian delves into the intersection of faith and political identity and offers an essential reconsideration of what it means to be Christian in America today. "Bowman is fast establishing a reputation as a significant commentator on the culture and politics of the United States." —Church Times "Bowman looks to tease out how religious groups in American history have defined, used, and even wielded the word Christian as a means of understanding themselves and pressing for their own idiosyncratic visions of genuine faith and healthy democracy." —Christian Century "A fascinating examination of the twists and turns in American Christianity, showing that the current state of political/religious alignment was not necessarily inevitable, nor even probable." —Deseret News
British realist drama after the Second World War tests the "rhetoric of ineffability" of the horror and violence and tried to understand a terribly new world. The representation of violence was regarded as a moral and ethical imperative in reaction to the progressive trivialisation of evil in which drama was an act of positive consequence. We can call this type of playwriting "synecdoche dramaturgy", i.e. one that offers a part of the world but aims at intervening in all of it, transforming it, denouncing its iniquities and, in some cases, suggesting ways of correcting and improving it. It was a dramaturgy that started from clearly political motivations but showed confused political thinking based mainly on idiosyncratic visions of the world. Its main traits included: a superlative manifestation of the cult of honesty, leading to a tendency to make confessions in which the leading characters were often regarded as their playwrights' alter-egos; an appreciation of real emotion and the expression of this emotion; nostalgia for the past, often mystified times; opposition between those who have ideas or intentions and those who actually do something; a taste for the freedom offered by manual work; attention to real historical events; the disturbing presence of babies, often regarded as a sign of death; domestic escapes unaware of the problems of the world; dialectic hesitation between a pacifistic or combative attitude, manifestation of a sometimes unclear feeling of rebellion and, of course, the representation of violence. ; info:eu-repo/semantics/publishedVersion
BASE
Companies with a dual-class structure have increasingly been involved in high-profile battles over the reallocation of control rights. Google, for instance, sought to entrench its founders' control by recapitalizing from a dual-class into a triple-class structure. The CBS board, in contrast, attempted to dilute its controlling shareholder by distributing a voting stock dividend that would empower minority shareholders to block a merger it perceived to be harmful. These cases raise a fundamental question at the heart of corporate law: What is the proper judicial response to self-dealing claims regarding reallocations of corporate control rights? This Article shows that the reallocation of control rights raises an inevitable tradeoff between investors' protection from agency costs and the controller's ability to pursue its idiosyncratic vision, making the value of different allocations of control rights both firm specific and individual specific. It is thus inherently impossible to create objective valuation models for the reallocation of control rights. The impossibility of creating reliable valuation models sets the limits of judicial review: The legal tools long used by Delaware courts to adjudicate conflicts over cash-flow rights, such as entire fairness review, are fundamentally incompatible with the adjudication of conflicts over reallocations of control rights. This Article explores the policy implications of this insight and suggests that courts treat reallocations of control rights as questions of charter interpretation as to who has the power to decide such reallocations and avoid reviewing the discretion to use that power. Courts should enforce the decision of the parties as to reallocations of control rights and apply the business judgment rule when the charter is silent.
BASE
In: Socius: sociological research for a dynamic world, Band 5
ISSN: 2378-0231
The authors examine the organizational construction of an interdisciplinary brain care center via ethnographic observation of vision and mission-building meetings and semistructured interviews with organizational leaders. The authors find that success in interdisciplinary work at this organization is determined by three factors: (1) a "multilingual" leader who is able to both manage and traverse boundaries between disciplines, (2) a clear and compelling process of problem formation that resulted in a vision and mission that were shared by all participants, and (3) a team whose members have idiosyncratic career paths and identities not firmly rooted in a single scientific discipline or profession.
Some pioneers in List's North Atlantic context -- Friedrich List's idiosyncratic synthesis -- Some List-inspired contributions across the world -- List-inspired neomercantilism beyond the nation-state -- The emergence of Henry Carey's distinctive vision -- The global influence and adaptation of Carey's ideas -- Local origins in Japan: Ōkubo Toshimichi, Fukuzawa Yukichi, and Maeda Masana -- Neglected Chinese pioneers: Wei Yuan, Zheng Guanying, and Sun Yatsen -- Liang Qichao and Korea's gaehwa group -- Early theorists in Russia and the Canadian backwoods -- Practitioners in Egypt, Poland and Latin America -- The Asante and the Pan-African movement -- Conclusion: what legacies?
In: Administration & society, Band 29, Heft 1, S. 63-77
ISSN: 1552-3039
Is there a metaphor for bureaucracy relevant to organizations in the 1990s? The author explores this question by reconstructing Weber's "iron cage. " After defining bureaucracy using the two traditional metaphors, the author sets forth the notion of the iron cage as playground apparatus. This metaphor is developed in an idiosyncratic vignette. The author stresses that the "monkey bars" (bureaucratic structures) are, in themselves, neutral but become whatever we make them by the imposition of our visions, values, and vitalities. The author closes by defending his metaphoras worthy of investigation by public administration scholars and practitioners.