An overview of the corporate governance system in a flexible, modular format.
Today the term “corporate governance” is familiar to almost everyone, mostly because
of the emergence of so many shocking corporate scandals. Corporate Governance, in its
flexible, modular format, sheds light on these recent problems and scandals through a
detailed explanation of the corporate governance mechanism, and the various incentives
within today’s governance system, while offering potential solutions in context.
The Third Edition of Corporate Governance includes up-to-date material on the economic
crisis of 2008-2009 and offers current scholarly research in Recent Research boxes
throughout the text.
Kenneth A. Kim, Ph.D., is associate professor of finance at the State University of New
York (SUNY) at Buffalo. Kim is coauthor of the CFA Institute’s “body of knowledge”
material pertaining to corporate governance. During 1998 and 1999, he worked as a senior
financial economist at the U.S. Securities and Exchange Commission in Washington, DC,
where he worked on a wide variety of corporate finance and governance issues, including
mergers and acquisitions regulations. His primary research interests include corporate
finance and corporate governance. His research has been highlighted in the financial press
including The Wall Street Journal, The Financial Times, and BusinessWeek. He has been
published in the Journal of Finance, the Journal of Business, the Journal of Corporate
Finance, and the Journal of Banking and Finance, among other leading journals. He recently
coauthored a review paper on international corporate governance for the journal Corporate
Governance: An International Review. Kim is also coauthor of Infectious Greed and the
textbook, Global Corporate Finance.
John R. Nofsinger, Ph.D., is associate professor of finance at
Washington State University and author of Investment Madness, The Psychology of Investing,
Investment Blunders, and coauthor of Infectious Greed. Widely acknowledged as one of the
world’s leading experts in investor psychology and behavioral finance, he is frequently
quoted in financial media including The Wall Street Journal, Fortune, BusinessWeek,
SmartMoney, Bloomberg, and CNBC, as well as other media from the Washington Post to
Wired.com. Nofsinger has published more than 20 articles in leading scholarly and
professional journals. His research has won awards at the Financial Management
Association, Chicago Quantitative Alliance, and PACAP conferences. He has also done
advanced research for private firms, the New York Stock Exchange and the CFA Institute. He
posts on a blog called “Mind on My Money” at the Psychology Today blog site.
Derek J. Mohr, J.D., is visiting assistant professor of finance at the State University
of New York (SUNY) at Buffalo where he co-developed the MBA course in ethics and corporate
governance. Before SUNY Buffalo, he worked for six years as a corporate attorney advising
clients on forming, buying and selling businesses, as well as securities and tax issues.
He conducts research and provides consulting/legal advice on corporate governance and
related legal matters.
Table of Contents
Chapter 1: Corporations and Corporate Governance
Chapter 2: Executive Incentives
Chapter 3: Accountants and Auditors
Chapter 4: The Board of Directors
Chapter 5: Investment Banks and Securities Analysts
Chapter 6: Creditors and Credit Rating Agencies
Chapter 7: Shareholders and Shareholder Activism
Chapter 8: Corporate Takeovers: A Governance Mechanism?
Chapter 9: The Securities and Exchange Commission and the Sarbanes-Oxley Act
Chapter 10: Moral Hazard, Systemic Risk and Bailouts
Chapter 11: Corporate Citizenship
208 pages, Paperback