56 research outputs found

    Informazione non finanziaria e stakeholder empowermrnt

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    Due visioni della responsabilità sociale dell'impresa, con una applicazione alla società benefit

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    Il lavoro analizza due diverse concezioni della CSR e tenta una applicazione all'istituto della societ\ue0 benefit.The paper analyzes two different conceptions of CSR and attempts an application to the benefit corporation

    Principals vs principals : the Twighlight of the 'Agency Theory'

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    In this article, we maintain that the agency theory of the corporation, that has dominated the corporate law debate for the last four decades, offers a trivial and reductive description of the problems of the corporation, ignores the most significant phenomena and offers a distorted picture of issues that the law must solve. As a matter of fact, none of the predictive implications of the agency theory has proved to hold in the real world \u2013 widespread malfeasance of corporate executives is one prominent example. On the theoretical side, many of the assumptions on which the theory is based seem fundamentally flawed (one above all, the idea that all shareholders \u2013 the principals \u2013 share the same interest, which should justify the focus on the principal-agent relationship as the core of the corporation). We propose a radically different view of the corporation, that shifts attention to the principal \u2013 the shareholders \u2013 themselves. In our view, the point of corporate law is not how to make managers pursue the best interest of the onedimensioned, profit-maximizing shareholder; the point is how to account for the \u2013 clearly existing, and non-ignorable \u2013 different interests of the shareholders and how to accommodate them in the objective-function of the corporate firm. In this perspective, other fields of discussion become much more interesting and important than those explored by the agency theory: for example, issues of shareholder (and generally stakeholder) empowerment and representation emerge as important questions in the corporate governance debate

    La società benefit nell'era dell'investor capitalism

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    Analisi della societ\ue0 benefit alla luce dell'evoluzione del modello di capitalismo, ora centrato sugli investitori

    Le situazioni soggettive nelle concezioni strumentali del diritto : un'incusrione teorica tra Jhering e l'Economic Analysis of Law

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    The paper provides some hints for exploring the relationship between Jhering\u2019s thought and the Economic Analysis of Law, both understood as an expression of the instrumental conception of law. In particular, the conceptual status of subjective rights in each of the two systems of thought is examined, and the conclusion is reached that Jhering\u2019 s conception of rights is much less individualistic and instrumental than that of the EAL. In EAL rights reach a level of instrumentality and ensuing instability that Jhering would never accept

    Logica dello scambio e contrattualità : la società per azioni di fronte alla cirisi

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    The paper maintains that \u201ccontractualism\u201d still provides the best conceptual pattern in which company law can be framed. \u201cContractualism\u201d does not imply any special protec- tion of the shareholders\u2019 interest, not even the absence of rules, mandatory ones included. \u201cContractualism\u201d implies instead that company law ought to be interpreted as a means to facilitate the conclusion of contracts (among investors, managers, creditors, etc.), to balance the interests of the contracting parties, to protect third parties from negative externalities. This conceptual model offers an interpretation of current Italian and European law, better than the one offered by competing models as institutionalism (strong or weak) or system theory. Even the legal aspects of the events that led to the financial crisis can be explained by the \u201cFaustian bargain\u201d between investors and managers, better than in any other way. Some difficulties presently faced by the same contractarian model are finally illustrated
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