An Eclectic Approach to Loyalty-Promoting Instruments in Corporate Law: Revisiting Hirschman's Model of Exit, Voice, and Loyalty

__Abstract__ This essay analyses the shareholder role in corporate governance in terms of Albert Hirschman's Exit, Voice, and Loyalty. The term 'exit' is embedded in a law & economics framework, while 'voice' relates to a corporate constitutional framework. The essay takes an eclectic approach and argues that, in order to understand the shareholder role in its full breadth and depth, the corporate law & economics framework can 'share the analytical stage' with a corporate constitutional framework. It is argued that Hirschman's concept of 'loyalty' is the connecting link between the corporate law & economics and corporate constitutional framework. Corporate law is perceived as a Janus head, as it is influenced by corporate law & economics as well as by corporate constitutional considerations. In the discussion on the shareholder role in public corporations, it is debated whether corporate law should facilitate loyalty-promoting instruments, such as loyalty dividend and loyalty warrants. In this essay, these instruments are analysed based on the eclectic approach. It is argued that loyalty dividend and warrants are law & economics instruments (i.e. financial incentives) based on corporate constitutional motives (i.e. promoting loyalty in order to change the exit/voice mix in favour of voice)

Pay-for-performance?

Executive Summary This paper investigates the relationship between CEO compensation and company performance for Dutch listed companies for the period 2002-2007. The study examines if absolute or relative changes in CEO pay are related to changes in company performance. Furthermore, the study investigates if the pay-performance relationship has strengthened after the introduction of the Dutch corporate governance code in 2004. The results suggest that the Dutch corporate governance code had a positive effect on the pay-performance relationship. This effect is mainly driven by the increased use of equity-based compensation. Compared internationally, the pay-performance relationship in the Netherlands remains relatively low

De eerste beurs-BV. Certificaten van aandelen in Fastned BV toegelaten tot de handel op de nieuwe gereglementeerde markt van Nxchange

Item does not contain fulltext7 p