The Law of Corporate Finance: General Principles and EU Law : Volume I: Cash Flow, Risk, Agency, Information

In this three-volume book, the law of corporate finance is defined in a modern way and studied from the perspective of a non-financial firm. The law of corporate finance helps the firm to manage cash flow, risk, principal-agency relationships, and information in the context of all decisions that influence the firm’s finances. The first volume introduces the fundamental concepts and explains the relationship between corporate risk management, the management of agency relationships, corporate governance, and the management of information. The second volume discusses how risk, agency, and information can be managed in all contracts. In addition , the second volume contains an introduction to the legal aspects of payment obligations and the management of various forms of counterparty risk. The third volume discusses a wide range of funding and exit transactions as well as the legal aspects of takeovers. "Wenn man eine Erkenntnis als Wissenschaft d- stellen will, so mu man zuvor das Untersch- dende, was sie mit keiner andern gemein hat, und was ihr also eigentmlich ist, genau bestimmen knnen; widrigenfalls die Grenzen aller Wiss- schaften in einander laufen, und keine derselben, ihrer Natur nach, grndlich abgehandelt werden 1 kann. " 1. 1 What Does Corporate Finance Law Mean? The law of corporate finance has been defined in a modern and more holistic way in this three-volume book. In this book, corporate finance law is studied from the perspective of the firm. Like modern commercial law in general, the law of cor- rate finance helps the firm to reach its legal objectives (management of cash flow and the exchange of goods, management of risk, management of agency relati- ships, and management of information). When trying to reach its legal objectives, the firm typically applies generic legal tools and practices (incorporation and choice of business form, contracts, regulation of internal processes through c- pliance and otherwise, typical ways to manage agency relationships, and typical ways to manage information problems) and takes into account legal rules that - long to different traditional fields of law (contract law, company law, banking law, 2 tax law, competition law, and so forth). In corporate finance law, these legal tools 1 Immanuel Kant, Prolegomena (1783), 1. Springer 3642027490 1 The Law of Corporate Finance: General Principles and EU Law Volume I: Cash Flow, Risk, Agency, Information 3 Table of Contents 5 1 Introduction 9 2 The Nature of Corporate Finance Law 18 3 Management of Cash Flow: General Remarks 29 4 Management of Risk: General Remarks 35 5 Agency, Risk, Transparency, Governance 102 6 Management of Agency in General 104 7 Corporate Risk Management 120 8 Agency and Corporate Governance 163 9 Management of Agency in Corporate Governance 212 10 Management of Information 337 References 472 ISBN-13:,9783642027499 Front Matter....Pages i-vii Introduction....Pages 1-9 The Nature of Corporate Finance Law....Pages 11-21 Management of Cash Flow: General Remarks....Pages 23-28 Management of Risk: General Remarks....Pages 29-95 Agency, Risk, Transparency, Governance....Pages 97-98 Management of Agency in General....Pages 99-114 Corporate Risk Management....Pages 115-157 Agency and Corporate Governance....Pages 159-207 Management of Agency in Corporate Governance....Pages 209-333 Management of Information....Pages 335-469 Back Matter....Pages 1-14 This Three-volume Book Constitutes The First Attempt To Define Corporate Finance Law As An Independent Field Of Law With Its Own Principles And Tools. The Book Also Contains A Unique Theory Of Corporate Governance With The Firm As The Most Important Principal.