Governance and Risk

"Comprehensive in scope and cross-disciplinary in analysis, Governance and Risk examines the problem of corporate governance from a wide variety of perspectives. The authors begin with the premise ' correctly in my view ' that corporate governance is, at is core, an important risk factor for any corporation. Through this conceptual prism, they employ economic, legal and social analyses ' and draw on examples from 12 jurisdictions ' to provide fresh insight into how we should best understand and govern the inherently conflicting interests that comprise the modern corporation. Anyone seeking a rigorous analysis of these issues ' from directors, managers and lawyers to shareholders, corporate and community activists ' should include this volume in their reading. It is an important addition to the corporate governance literature in this post-Enron age." 'Ira Millstein is a senior partner in the international law firm of Weil, Gotshal & Manges LLP

"This is a courageous and successful effort to classify what has never before been analyzed and presented in such a comprehensible manner." 'Robert A.G. Monks, Principal, LENS Asset Management

"Governance and Risk is an excellent piece of work. It is a comprehensive and carefully written manual that will be an invaluable source of information for managers and investors. It deserves careful study by anyone with an interest in the management of firms. It should make a significant contribution to the improvement of corporate governance of corporations around the world." ' Colin P. Mayer, Professor, Said Business School, University of Oxford

"I have found Governance and Risk to be one of the most comprehensive surveys of the field. It is an excellent reference work." 'J. Mark Mobius, PhD, President, Templeton Emerging Markets Fund, Inc.

"This is an important, timely book which brings much needed rigour and discipline to the analysis of corporate governance practices. If you are looking for a reliable guide through the confusing maze of corporate governance, this book is an excellent place to start."'Paul Coombes, Director, Corporate Governance Practice, McKinsey & Company, Inc.

Effective corporate governance has long been viewed as essential for healthy capital markets. Careless and inefficient governance practices, however, have thrust the governance debate from the shadows to the forefront, and corporate governance can now be recognized as a stand-alone risk factor.

Many market participants now question whether true self-governance is possible or even realistic in today's era of razor-thin profit margins and bloated executive paychecks.

This all-encompassing book compiled and edited by George Dallas, managing director and global practice leader of Standard & Poor's Governance Services unit. It includes contributions by senior members of Standard & Poor's Governance Services group, as well as from other experts in the area of corporate governance. The book offers the following benefits:

• Provides a wide-ranging discussion of methodologies and criteria relating to corporate governance analysis;
• Brings together diverse country environments in a common analytical framework;
• Seamlessly links up-to-date conceptual and theoretical thinking about governance to practical performance issues;
• Explores broader themes of governance-sustainable development, directors and officers insurance, behavioral aspects, and approaches to governance in managed funds and governments.

Highly publicized collapses in governance have replaced calm and complacency with vigilance and even stridence, often obscuring valuable and necessary aspects of governance that are long-overdue for discussion and review.

Governance and Risk presents a balanced and rational approach to one of today's most emotional topics. It also outlines an analytical model for both evaluating the governance practices of individual corporations and protecting yourself or your organization from the effects of incomplete, inaccurate, and potentially misguided practices.