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Clear legal content of white papers provides certainty, stability and trust in the relations between all the participants in initial coins offering (ICO) procedures and contributes to the successful introduction of blockchain technologies in business. A white paper defines the relationship and interaction between a regulated social reality and program code, which is by itself not susceptible to legal regulation. This article investigates the legal conditions of the white papers that describe the projects of ICO. The author provides a legal analysis of numerous white papers published during ICO implementation around the world. Based on extensive data on implemented ICO projects, the correlation between the legal content of a white paper and the amount of funds collected as a result of the ICO is considered. Having analysed the determinants of the white paper legal content, the author suggests the legal provisions that any ICO white paper should have. [ABSTRACT FROM AUTHOR]

The Thun Group's discussion paperThe Guiding Principles on Business and Human Rights: An Interpretation for Bankslays the foundations for the first ever comprehensive guide on how universal banks should move from corporate social responsibility to human rights due diligence. As the arguments offered by the Thun Group are likely to influence not only public and private financial institutions but also companies belonging to other sectors, this article offers a critical assessment of the document. Notwithstanding several positive features, the Thun Group relies on a faulty subsidiary approach, avoids fundamental issues like access to effective remedy, and downplays the importance of engagement with affected stakeholders. [ABSTRACT FROM AUTHOR]

Access to financing plays an eminent role for a small enterprise sector in any economy. Research usually finds a positive size efficiency relationship, but few studies focus on sectors dominated by small and medium-sized firms (SMEs). This paper fills this gap by analyzing this relationship in the Polish industry sector, which is both successful and increasingly dominated by SMEs. It is envisaged that this study will contribute to the existing literature on small enterprise financing, with an emphasis on financial constraints in the Polish small enterprise industry sector. The paper presents only part of research. Analysis of the data will present an insight into the actual barriers for small enterprises constraints associated with debt financing arrangements. [ABSTRACT FROM AUTHOR]

The paper aimed to present the role and impact of International Fund for Agriculture on the development of the rural areas of the Republic of Moldova. Till the present the rural development are on the law level. The farmers were facing significant problems in running the business and a lot of poor people still lived in rural areas. These people could potentially be employed only in Agriculture as other economic activities are less developed in the rural areas. The Rural Financial Services and Agribusiness Development Project (RFSADP) is the fifth International Fund for Agricultural Development (IFAD) program in Moldova and became effective on July 4, 2011. The implementation of the RFSADP was divided into four main components, to address various issues identified for reducing the poverty in rural areas. Each component and subcomponent describes a certain approach to improve business development in rural areas, with focus on agriculture and to improve the quality of lives for the people in rural areas. International Fund for Agriculture Development provided funding, consultancy and organized a set of activities to target poor people in rural areas to improve their living, to increase their knowledge about the most recent technologies in agriculture and to provide practical information about how to run their business and increase output. [ABSTRACT FROM AUTHOR]

In this paper, long-range temporal correlations at different scales in Moroccan family business stock returns are investigated. For comparison purpose, presence of multifractality is also investigated in Casablanca Stock Exchange (CSE) major indices: MASI which is the all shares index and MADEX which is the index of most liquid shares. It is found that return series of both family business companies and major stock market indices show strong evidence of multifractality. In particular, empirical results reveal that short (long) fluctuations in family business stock returns are less (more) persistent (anti-persistent) than short fluctuations in market indices. In addition, both serial correlation and distribution characteristics significantly influence the strength of the multifractal spectrums of CSE and family business stocks returns. Furthermore, results from multifractal spectrum analysis suggest that family business stocks are less risky. Thus, such differences in price dynamics could be exploited by investors and forecasters in active portfolio management. [ABSTRACT FROM AUTHOR]

The purpose of this paper is to identify the main approaches in the literature that describe the company's performance evaluation indicators and the influence that innovation activities have on performance growth. The impact of innovation on company performance extends from effects on turnover and market share to changes of productivity and efficiency. Research carried out falls into the theoretical research category, whose methodology is based on meta-analysis. Object of meta-analysis is the analysis of a number of ten relevant empirical studies which approach the relationship of innovation - performance at the enterprise level. Results of the studies analyzed show that, in general, innovation has significant positive effect on firm performance increase. The increase of this influence is favored of the managers involvement in innovation activities, of market orientation of the company and improving the relationship of internal and external communication. Key indicators for assessing the impact of innovation on overall performance which are used in empirical studies of researchers are represented by financial - accountants indicators: ROA, ROE, revenue growth, return on sales, productivity growth of factors and net profit growth. [ABSTRACT FROM AUTHOR]

Contemporary professional football in the Netherlands has a close relationship with business and finance. This relationship is often one that is concerning to supporters of clubs who feel that they are being treated more as consumers than loyal followers of their team. This paper will represent the historic situation in Dutch football between 1910 and 1920. Particular focus will be placed on the role of advertising in the media and the illustration it gives of businesses interaction with the cultural field of football at this time. This paper will also give an overview of how businesses and individuals in the business field sometimes interacted with clubs and wider football projects. The paper suggests that the idea of football supporters as consumers is perhaps not as new as is often thought. [ABSTRACT FROM AUTHOR]

Abstract  A concept of business intelligent system for financial prediction is considered in this paper. It provides data needed for fast, precise and good business decision support to all levels of management. The aim of the project is the development of a new online analytical processing oriented on case-based reasoning (CBR) where a previous experience for every new problem is taken into account. Methodological aspects have been tested in practice as a part of the management information system development project of “Novi Sad Fair”. A case study of an improved application of CBR in prediction of future payments is discussed in the paper. [ABSTRACT FROM AUTHOR]

In an earlier paper the authors discussed how D&O insurance can be used to reduce the governance risk facing insurers, by linking coverage to contractual obligations to follow best practice governance controls. In this paper they place governance-linked D&O insurance within the broader context of the way in which the conflicts of interest between owners and managers of firms are managed by the key intermediary institution of the board of directors. There has been increasing controversy over whether directors are playing the role they are meant to in governance or whether they have become excessively beholden to chief executive officers. Regulation and the use of the legal system have been the predominant means of disciplining directors, but each has its drawbacks, particularly in terms of the disincentives they create for qualified individuals to serve as directors in the first place. What is missing is any role for market forces in governance, with their promise to achieve better cost effectiveness and innovation in governance practice. The authors argue that governance-linked D&O insurance is a means toward that end of market-based governance, with process-based coverage bringing together the tools for better governance risk management with the motivation for directors to exercise their fiduciary responsibilities. [ABSTRACT FROM AUTHOR]

This paper discusses recent developments in securities litigation. First, the paper addresses class action filing trends. Class action filings decreased in 2005, both compared to 2004 and the 1996–2004 average. The article discusses possible reasons for this trend, including the impact of the United States Supreme Court’s decision in Broudo v Dura Pharmaceuticals, Inc. Secondly, the article discusses Regulation FD and Securities and Exchange Commission v. Siebel Systems, Inc., et al., the first civil action brought by the SEC pursuant to Regulation FD. Thirdly, the article discusses recent developments under the Private Securities Litigation Reform Act, including the Seventh Circuit’s first decision regarding the Reform Act’s scienter standard, the impact of 10b5-1 trading plans, a restrictive ruling by the First Circuit on the Reform Act’s safe harbour for forward-looking statements, and application of Dura by lower courts. Finally, the paper discusses the Delaware Chancery Court’s decision following the trial in the Disney case. [ABSTRACT FROM AUTHOR]

Corporations lobbied for the passage of the Private Securities Litigation Reform Act of 1995 (PSLRA) to limit private enforcement of the US securities laws. While the PSLRA has achieved this goal to a certain extent, it has also impacted securities litigation, and related Employee Retirement Income Security Act (ERISA) and derivative litigation, in ways that its proponents never intended. This paper discusses the impact of institutional investor participation in securities litigation, which increased significantly as a result of lead plaintiff provisions in the PSLRA that evince an intent to have institutional investors play a larger role in securities cases. Specifically, the paper focuses on the ability of institutional investors to obtain corporate governance reforms and the contribution of personal funds by outside directors, as components of securities litigation settlements. The paper also provides an overview of ERISA actions that are often litigated in parallel with securities fraud actions. While these actions concern different legal theories, pleading standards and damages formulations to those of securities actions, there is an interplay between the two types of actions in at least two major areas — settlement and discovery. Indeed, the presence of parallel ERISA litigation in several high-profile securities actions has enabled the securities plaintiffs to obtain relief from the PSLRA’s discovery stay allowing them to have early access to any materials that have been produced to the ERISA plaintiffs. [ABSTRACT FROM AUTHOR]

This paper discusses the ways and means employed by Director and Officer Liability Insurance underwriters in the assessment of the financial statements of public companies. The techniques described are offered for the instruction and edification of corporate directors, particularly audit committee members. Additionally, the paper offers a proposal for the ongoing dialogue of underwriters, risk managers and corporate directors for the end purpose of developing improved corporate risk management practices and procedures. [ABSTRACT FROM AUTHOR]

The settlements in WorldCom and Enron, together with enforcement actions by the SEC and the new remedies under Sarbanes–Oxley, indicate that independent directors will face very real financial, regulatory and criminal liability if they fail to execute their duties properly. This paper, written by two attorneys with the SEC, reviews some of the recent cases concerning independent directors. In recent years, the SEC and the private plaintiffs’ bar have indicated a willingness to hold independent directors accountable for essentially negligent or reckless supervising by pursuing enforcement actions. In addition, the SEC has brought cases against other public companies to enforce the public’s right to know any facts that might compromise the director’s independence, particularly when directors receive undisclosed compensation at the direction of management. The paper concludes by noting that early indications suggest that independent directors are taking action and exercising their powers in the face of government investigations of the public companies they serve. [ABSTRACT FROM AUTHOR]

This paper, the second in a two-part series, surveys recent changes in enforcement efforts by the Securities and Exchange Commission (SEC) in the wake of the Sarbanes–Oxley Act of 2002. In particular, it examines new or recently fortified weapons in the SEC’s arsenal, including officer and director bars, SOX certification and other disclosure requirements, penny stock bars, expanded equitable remedies, and a new focus on attorneys. This paper also discusses recent enforcement efforts by the Public Company Accounting Oversight Board (PCAOB) — a centerpiece of the Sarbanes–Oxley enforcement landscape — against accounting firms and individual accountants. [ABSTRACT FROM AUTHOR]

This paper surveys the recent changes in Securities and Exchange Commission (SEC) enforcement measures following the enactment of the landmark Sarbanes–Oxley Act of 2002 (SOX). The paper, the first in a two-part series, focuses on the Commission’s use of the new or expanded powers provided by SOX in cases involving financial fraud and mismanagement by large public companies. In particular, the paper illustrates recent uses of large civil penalties, payments under the Fair Funds provision, expanded equitable remedies, and the plaement of so-called extraordinary payments to executives in escrow. [ABSTRACT FROM AUTHOR]

This study demonstrates how businesses employ their advertising to socially control and thus censor viewpoints they do not like. In 1970-71, when the University of Iowa student newspaper the Daily Iowan (DI) started advocating anti-Vietnam Wan feminist and antigovernment positions, businesses withdrew a substantial amount of advertising, which caused the newspaper to lose money. This led to internal pressure within the paper to change content and staff. The newspaper's board refused to let these pressures affect the newspaper's staff The study analyzes the paper's content, board minutes, and financial data as well as interviews former DI staff and Iowa City businessmen. [ABSTRACT FROM AUTHOR]

The current economic and financial crisis apart from impoverishing many countries has paradoxically enriched language by coining a multitude of new terms to explain and define the new situation. However, due to different cognitive, terminological and socio-pragmatic constraints, many of these financial neonyms, originally created in English, have been poorly transferred into Spanish or left untranslated thus losing most of their original distinctive and explanatory purpose. Many Spanish financial experts tend to use the English forms or render literal and often meaningless translations. This paper explores the structure of financial crisis neonyms in the light of their terminological composition and professional and social practice and focusses on the problems created by their translation into Spanish mainly as a result of cognitive-inferential, semantic-terminological and pragmatic-communicative mismatches. [ABSTRACT FROM AUTHOR]

This paper objective is to assess, in light of the main works of Minsky, his view and analysis of what he called the "Big Government" as that huge institution which, in parallels with the "Big Bank" was capable of ensuring stability in the capitalist system and regulate its inherently unstable financial system in mid-20th century. In this work, we analyze how Minsky proposes an active role for the government in a complex economic system flawed by financial instability. [ABSTRACT FROM AUTHOR]

In order to understand why so little media attention was paid to risks in the banking sector in the run up to the financial crisis, we need to understand the framework of law, regulation, self-regulation and professional incentives that structure the practice of financial and business journalism. This paper focuses in particular on what role financial journalists play in the system of corporate governance, the ways in which law and regulation recognize that role, and the extent to which this role is accepted and understood by financial journalists themselves. The first part of the essay reviews recent debate on financial journalism and investigates the role of financial journalism from a systemic perspective: looking at its role in corporate governance, and its impact on market behaviour. I develop the notion that financial and business journalists operate within a framework of rights and duties which institutionalize a particular ethical approach to their role. The second half of the article, which draws more extensively on interviews conducted with journalists and editors, asks how journalists themselves understand and describe their role and what they see as the key challenges they face as they attempt to perform it. It emerges that there is no consensus among financial and business journalists about their “watchdog” role in relation to markets and corporate behaviour, and whilst the financial journalists interviewed tended to agree on the key challenges they face, they are uncertain how to respond to them. [ABSTRACT FROM AUTHOR]

Maintaining business continuity and its development and improvement, demands financial resources which a company can obtain from internal or external sources. This paper deals with the analysis conducted to obtain financial resources from external sources for the development and promotion of a business company. The results thus obtained have then been tested onto the company Jadrolinija d.d. The methodology used includes the analysis and the comparison of different external sources of funds, where a particular attention has been paid to the issuing of bonds as an instrument for obtaining financial resources serving the development and promotion of the business company Jadrolinija d.d. The purpose of this scientific work is to make a comparison of the possible forms of external financing of the company Jadrolinija d.d., thus aiming at establishing a methodology that could be used by other companies when making a decision on financing a company from external sources. The results obtained indicate that financial resources obtained through issuing bonds, unlike other financing instruments, provide a higher uplift in the business efficiency and effectiveness boost, but on condition that it is long-term sustainable. The conclusions reached are also endorsed by world experiences which point to the fact that it is necessary to permanently develop strategic plans for a further development founded on a real market basis and on the possibilities of obtaining resources form external sources, but taking into consideration the peculiarities and regularities of a market. [ABSTRACT FROM AUTHOR]

The recent years have seen many reforms in corporate governance and disclosure in the USA as well as in Europe — so also in Finland. Although the reforms in Europe mostly are based on voluntary corporate governance codes rather than laws such as the Sarbanes–Oxley Act 2002, these developments have in many cases quite radically reshaped elements of corporate governance, such as board work, in Finland. This paper sets out to give an overview of the governance framework in Finland, its recent developments, and reports on some empirical findings concerning governance and compliance. [ABSTRACT FROM AUTHOR]

This paper discusses a number of problematic areas in D&O insurance which threaten the breadth and scope of securities coverage policyholders expect when purchasing D&O insurance coverage. Arguments made by a number of D&O insurance underwriters related to financial restatements and rescission, securities claims alleging fraud, and coverage for Section 11 and 12 securities claims are discussed and analysed. [ABSTRACT FROM AUTHOR]

This paper provides an argument that corporate managers co-opt the allegiance of their board members. Though owners elect board members, if the board is controlled by management the nominating process tends to guarantee a continuation of that control. Though board members operating with a managerial bias might violate a duty to shareholders, directors and officers (D&O) insurance assists managers in co-opting board support by eliminating the financial consequences of violating that duty. Corporate social responsibility and stakeholder movements, by increasing the number of stakeholders whose interests are likely to be violated by a continued managerial bias, are likely to increase the price of D&O coverage. This price effect and other recently proposed governance-linked coverage changes alter, but do not eliminate, the benefit of a continuing managerial bias. [ABSTRACT FROM AUTHOR]

This paper examines the rise of foreign ownership in France. The author uses Germany as a controlling, comparative case study. It is argued that firm-level institutional arrangements of workplace organisation constitute the most significant variable in accounting for the greater attractiveness of French firms over their German counterparts to short-term, impatient capital — namely, hedge and mutual funds. The author demonstrates how institutional changes in both French and German corporate governance has not affected the process by which firms build their innovative capabilities, thereby highlighting the compatibility between institutional change in national business systems and the absence of convergence between them. [ABSTRACT FROM AUTHOR]

Since the Cadbury Report of 1992 several Member States of the European Union have provided national codes on corporate governance or best practice, and the European Commission in its Company Law Action Plan has declared its intention to see these coordinated and converge. The five Nordic countries that are all members of either the EU or EEA have passed such codes relatively late. Based on these Nordic Codes, this paper takes a critical look at what this venture into European soft law or best practices is about, and points out the differences in the Nordic approach to this kind of company law regulation that are visible in the Codes and may be at odds with the intended convergence. [ABSTRACT FROM AUTHOR]

This paper proposes that, given the broad scope of the term ‘wrongful act’, and the fact that personal conduct exclusions typically require an adjudication of the underlying facts before they can be invoked, D&O insurance policies should pay defence costs in most corporate mismanagement cases. [ABSTRACT FROM AUTHOR]

Allowing for uncertainty and the non-typical distribution data, this paper introduces the grey target model to appraise firms' financial status and using the so-called Altman coefficients in the classical Z score model as the weights. The approach to constructing the grey target by combining the model series needed to be appraised with those reference models, is proposed, which may serve as a general way to forecast and appraise firms' financial status and other similar systems. [ABSTRACT FROM AUTHOR]

In the authors’ last paper,1 the audit committee membership requirements imposed by the Sarbanes–Oxley Act of 2002, the Securities and Exchange Commission and the US securities markets were discussed. In particular, the authors discussed these rules and their interaction with one another, focusing primarily on the rules requiring each audit committee member to be independent of management and financially literate, and at least one member of the audit committee to qualify as a financial expert. This paper highlights the added complexities audit committee members face as a result of the interplay between the audit committee membership requirements and general corporate law. In this regard, the authors take particular note of recent Delaware case law that potentially bears on the audit committee membership requirements of independence and financial expertise, including case law in which apparently independent directors were disqualified from serving on an independence committee based on alleged conflicts of interest and case law in which the court focused on a director’s financial expertise in concluding that the director should be personally liable for approving a particular transaction. While it is important to understand the implications of these cases, directors, including audit committee members, need not overreact. The Delaware Supreme Court, perhaps the most influential court in the US with respect to business cases, has provided welcome guidance and has done so by reaffirming the primacy and vitality of the business judgment rule and in specifically addressing the persuasiveness of arguments that social connections and personal friendships can result in disqualification. [ABSTRACT FROM AUTHOR]

In response to today’s wave of corporate investigations and prosecutions, prosecutors have sought to require significant changes in corporate culture, compliance and controls and, as importantly, to monitor those changes for a reasonable time. The result is the corporate deferred prosecution agreement and its adjunct, the Independent Monitor. This paper first will review the development of deferred prosecution agreements and the factors which may determine which companies receive such treatment; secondly, it will analyse the Independent Monitor’s role, both the common terms of reference and certain unique terms relevant to specific cases; and thirdly, it will suggest the outlines of an Independent Monitor’s workplan. [ABSTRACT FROM AUTHOR]

The purpose of this paper is to explore a more constructive role for corporate boards — one that would entail directors recognising the operational primacy of management and focusing their attention on the manner in which a corporation can best fulfil its long-term strategy. Paying more attention to nurturing long-term, sustainable value will help differentiate roles and will suggest the need for new metrics and a deeper appreciation by directors of corporate strategy and organisational capacity. At a time when senior management are dedicating disproportionate resources to immediate compliance issues, it is critical that boards take such a broad view. [ABSTRACT FROM AUTHOR]

Close links between banks and large companies have been seen as a key component of Germany’s corporate governance system. The recent sale of large shareholdings by banks raises the question of to what extent this system will converge to the US model of dispersed ownership. This paper argues that concentrated ownership will remain a key feature of this system. In addition, board-level representation of employees and the lack of a culture of independent directors are further factors supporting incremental change in Germany’s corporate governance system rather than wholesale convergance to the US model. [ABSTRACT FROM AUTHOR]

Since its reopening in the early 1990s, the stock market has gained considerable momentum in China. In less than 15 years, the Chinese stock exchange has grown into the eighth largest in the world, with market capitalisation of over US$500bn. This expansion, however, has been accompanied by frequent discoveries of accounting malpractice at Chinese listed firms. This paper begins by tracing the origins of these accounting failures through analysis of the Chinese stock market’s institutional context, and goes on to classify 11 cases of accounting failures into various categories. [ABSTRACT FROM AUTHOR]

This paper uses results from a study of fringe banking of an inner city neighbourhood in Winnipeg to understand the growth of fringe banks. While fringe financial services are more expensive than mainstream bank services, the numbers of fringe banks are growing in Winnipeg and other centres in Canada and the US. Based on interviews with fringe bank clients and secondary data we find that this growth is the result of market segmentation, due in part to mainstream bank strategies of branch closures and stagnating incomes of low-income Canadians. Our results suggest that market segmentation has the potential to exacerbate the problems faced by low-income Canadians. [ABSTRACT FROM AUTHOR]

The paper applies grey relational method to evaluate the effect of BSC (Bank-Securities Communicate) decision business of securities companies. The analysis process of grey relational method is shown through a case in which a securities company develops BSC business with a bank. [ABSTRACT FROM AUTHOR]

In this paper I report the results of a study of the directors of twenty large retail companies as a contribution to the delineation of the morphology of the British business elite. Although some studies of the business elite have examined the characteristics of elite members in different business sectors (i.e. finance versus industry) or have hinted at differences related to specific types of activity, such as brewing, shipping and oil, the systematic study of the commercial elite has largely been neglected.[2] Many of the studies in this field have either not been concerned to distinguish between industrial and commercial companies or have been inhibited in their generalisations because of the small number of retail concerns present in their samples. Paradoxically, we probably know more about the men who inhabit the arcane world of the City than we do of those whose names can be found in almost every urban high-street. Nevertheless, there is some evidence to suggest that the retail sector is to some extent the Cinderella of the business elite, characterised by a relatively plebeian leadership and a low level of integration with other sectors through the mechanism of interlocking directorships.[3] Here we will explore in greater depth the extent to which this characterisation is valid. [ABSTRACT FROM AUTHOR]