Der Verwaltungsrat
The completely revised and expanded 5th edition takes into account all relevant changes in legislation and case law in recent years, in particular the new stock corporation law. This includes share capital and its changes, reserves, and dividends, reimbursement of benefits, new developments in the AGM, conflicts of interest and recusal rules, reorganization obligations, gender representation in the BoD and top management, and responsibility under stock corporation law. The samples and checklists have also been updated and expanded to 148 directly usable Word and Excel templates, in particular: Family Constitution, Organizational Regulations for Group Parent Company and Subsidiary, Advisory Board Regulations, Mandate Agreement for Board of Directors in Contractual Relationship, Compliance Management, Due Diligence, Data Protection, Assessment of Auditors.
Board ViewsFrom Corporate Governance of Sustainability to Sustainable Corporate Governance
What is the best way to integrate sustainability into the corporate governance framework? Boards of directors have chosen two distinct paths: the functional way, which focuses on corporate governance of sustainability, and the foundational approach, which leads to sustainable corporate governance. This article assesses the merits and limitations of both approaches and calls for a transition to sustainable governance. This requires board members to engage regularly with stakeholders and to continuously debate the underlying assumptions to further develop the governance framework as required.
Board ViewsThe Multipurpose Corporation as a Driver for Sustainable Value Creation
The nature of the debate on the role of business in society strongly suggests a cyclical nature, with constant attempts to balance different interests and perspectives. To overcome the illusion of solving this conundrum, this article proposes an alternative approach, multipurpose capitalism. It posits that companies should compete not only on their products and services, but also on their different purpose profiles. It is left to consumers, workers, and investors to decide where to shop, work, and invest. The article offers a framework and methodology to create a comprehensive ecosystem that enables this matching process and suggests ways to overcome the challenges along the way.
