Genoa Centre for Law and Finance

Corporate Governance

• Boards
• Share ownership and control
• Sarbanes-Oxley
• Executive remuneration
• Investor activism
• Transparency and disclosure

Capital Markets

• Financial exchange regulation
• Takeovers
• Cross-border transactions
• Prospectuses and IPO’s

Enforcement

• Public enforcement
• Class actions
• Derivative suits
• Civil liability

Banking and Insurance Law and Policy

• Regulation and supervision
• Basel II
• Insolvency II
• Risk management
• Internal controls

The European Company Model Law Group

The European Company Model Law Group is a research programme created at the initiative of the Aarhus School of Business (Denmark) under the coordination of Professor Paul Krueger Andersen.

PRIN (Programmi di Ricerca Scientifica di Rilevante Interesse Nazionale)

PRIN is a national scientific research programme, conducted in collaboration with research representatives from other Italian research centres. Below are listed the programmes that have been conducted to date:

2000: The Corporate Governance Reform in Europe
Coordinators: Guido Ferrarini (University of Genoa), Marco Pagano (Federico II University of Naples)
2003: Executive Remuneration in Europe: comparative law and economic analysis
Coordinators: Guido Ferrarini (University of Genoa), Caprio Lorenzo (Università Cattolica del Sacro Cuore di Milano), Paolo Giudici (Free University of Bozen), Roberto Sacchi (University of Milano)
2005: Financial fraud and corporate governance reform: an European strategy?
Coordinators: Guido Ferrarini (University of Genoa), Caprio Lorenzo (Università Cattolica del Sacro Cuore di Milano), Paolo Giudici (Free University of Bozen), Roberto Sacchi (University of Milano)

Directors’ remuneration within the corporate governance framework

Corporate governance is a dynamic process. Boards constantly reevaluate companies’ structures, in order to respond to changes in operations and to evolving best practices in home markets and beyond. Research on corporate governance has expanded significantly in the last few years, however evidence shows that there is still a clear need in Europe for knowledge and competence on the topic.

Directors’ remuneration has generated significant interest in the past decades globally, as being one of the main areas of potential conflict of interests for companies’ executives and non-executives. The compensation of top managers has emerged as a key feature of corporate scandals, prompting officials to call on businesses in the bloc to give investors more say over remuneration. Directors' pay practices has became a ‘cause célèbre’ of corporate governance in the media, on the markets, among regulators and academia.

Our research project analyses current EU reforms and their implementation into national legislation and corporate governance best principles. We are also conducting an analysis of the disclosure behaviour and remuneration practices adopted by Europe’s largest firms.

Questionnaires were sent out to experts in EU member states, seeking views from the perspective of provisions included in national laws, regulations and exchange rules, and of best practices as recommended by either official reports or corporate governance codes.

Access to questionnaires (via ECGI):
http://www.ecgi.org/remuneration/questionnaire/index_2008.htm

European Corporate Governance Network (ECGTN)

The Centre for Law and Finance – through its link with the “G.L.M. Casaregi” Department of the University of Genoa – conducts research projects for the European Corporate Governance Training Network (ECGTN). ECGTN is an initiative managed by the European Corporate Governance Institute (ECGI) and the Centre for Economic Policy and Research (CEPR), which brings together Europe's leading academics and institutions from law, economics, finance, political economy and management to train doctoral students in conducting world class research in the corporate governance area. The ECGTN project is funded by the European Commission under the Marie Curie Research Actions.
For more information, click here.




References

Remuneration

Cross-border Banks

Financial crisis

Corporate governnace

Course material