THE BOARD OF DIRECTORS

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THE BOARD OF DIRECTORS by Mind Map: THE BOARD OF DIRECTORS

1. Core company Law principal Agent relations

1.1. Based

1.1.1. Company employees relations

1.1.2. Shareholders and management

1.1.3. Majority and minority shareholders

2. Board rules, agents and principal problems: majority and minority shareholders

2.1. Regulation by rules

2.1.1. Allocation of functions to the board

2.1.1.1. for

2.1.1.1.1. promote the policies that care for the interests of minority partners over the majority

2.1.2. legal liability

2.1.2.1. rules

2.1.2.1.1. legal rules play an important role for minorities;

2.1.2.1.2. extend the competence loyalty duties

2.1.3. appointment and removal rights

2.1.3.1. technique for

2.1.3.1.1. ensure representation

2.1.3.1.2. limit the voting

3. Current trends

3.1. reform the rules

3.1.1. the rise and fall of company / employee agency issues

3.1.1.1. porpuse

3.1.1.1.1. representation of employee rights

3.1.1.1.2. implementation of the "road dependency"

3.1.2. Shareholder value and the management / shareholders as a class agency problem

3.1.2.1. Based

3.1.2.1.1. Counteract the dominance of the company by a single powerful CEO

3.1.2.1.2. Combined code has been achieved

3.1.2.1.3. Provide and adequate level of management control in a universe of dispersed participations

3.1.2.1.4. Corporate governance

3.1.3. The rise of shareholder value

3.1.3.1. Advantage

3.1.3.1.1. Access to a more liquid market

3.1.3.1.2. Public market available in which young companies

3.1.3.1.3. Access to the world's biggest capital market for the purpose ofraising capital

3.1.3.1.4. Access to the world´s biggest capital market for the purpose ofraising capital

4. Board rules and controller stakeholder agency problems

4.1. for the

4.1.1. Protection of non-shareholder stakeholder

4.1.1.1. control the problems

4.1.1.1.1. Setting Incentives

4.1.1.1.2. Appointment and removal rights

4.1.1.1.3. Liability rules

5. Board rules and the principal agent relationship between managers and the shareholders as

5.1. Options

5.1.1. The division of functions between shareholders and the board

5.1.1.1. New Strategy

5.1.1.1.1. Assign decision-making to a small number of committed experts and managers

5.1.2. Appointment and removal of board members

5.1.2.1. responsible action

5.1.2.1.1. A meeting must be convened

5.1.2.1.2. at the annual general meeting or at the expiry of a term of office

5.1.3. Setting the incentives of members of the board

5.1.3.1. estrategy perform a monitoring

5.1.3.1.1. Areas of audit, executive remuneration and board appointment is to be increased

5.1.3.1.2. Introducing directors and especially of independent NEDs on the boards.

5.1.4. Legal Liability

5.1.4.1. Strategy for

5.1.4.1.1. Basic rules of loyalty

5.1.4.1.2. Only applies for lack of loyalty

5.1.4.1.3. Protect the interests of shareholders

5.1.5. Appointment and removal of board members

5.2. Options