2004Bond Law ReviewOpen access

Why all Directors should be Shareholders in the Company: The Case Against ‘Independence’

James McConvill, Mirko Bagaric

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Abstract

\n\t\t\t\t\tIt is argued that the shift towards more 'independent' directors, in the wake of corporate collapses, is a fundamentally bad move, undermining the rights and powers of minority shareholders - entrenches a second-rate corporate governance model, separation of ownership and control, in company law - rather than suggest cosmetic reform in an attempt to address the problem, it is proposed that all directors must have significant interest in the company they serve - directors' self-interests and the best interests of the company become intertwined - this is a more effective way of tackling the problem of separation of ownership and control\n\t\t\t\t

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\n\t\t\t\t\tIt is argued that the shift towards more 'independent' directors, in the wake of corporate collapses, is a fundamentally bad move, undermining the rights and powers of minority shareholders - entrenches a second-rate corporate governance model, separation of ownership and control, in company law - rather than suggest cosmetic reform in an attempt to address the problem, it is proposed that all directors must have significant interest in the company they serve - directors' self-interests and the best interests of the company become intertwined - this is a more effective way of tackling the problem of separation of ownership and control\n\t\t\t\t

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Available abstract

\n\t\t\t\t\tIt is argued that the shift towards more 'independent' directors, in the wake of corporate collapses, is a fundamentally bad move, undermining the rights and powers of minority shareholders - entrenches a second-rate corporate governance model, separation of ownership and control, in company law - rather than suggest cosmetic reform in an attempt to address the problem, it is proposed that all directors must have significant interest in the company they serve - directors' self-interests and the best interests of the company become intertwined - this is a more effective way of tackling the problem of separation of ownership and control\n\t\t\t\t

Key concepts: Shareholder, Independence (probability theory), Corporate law, Accounting, Business, Law and economics, Law, Management

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