论利益相关者理论与我国公司治理结构的完善

利益相关者理论强调公司不仅仅追求股东利益的最大化,还应当关注其他利益相关者的利益;它集中体现了对公司本质的新认识、对人力资本价值的重视,符合经济民主化的要求,对完善我国公司治理结构具有重要的借鉴意义。公司应当推行职工参与制度,有效吸收职工参与公司内部治理;作为主债权人的银行应该有限地参与公司内部治理;但供应商、消费者、社区与政府却不宜介入公司的内部治理。     

对董事选任和分类董事会问题的思考

很多学者认为,股东选任董事是一种强制性的规范,但这并不意味着公司章程对选任董事的任何限制性规定都是无效的。股东同意的局限性可能使公司章程的某些条款难以反映股东的真实意思,但我们不能因此就禁止公司章程对董事选任作任何具体安排,应该允许公司在股东监督董事的基本框架内,设计各自的治理制度。对于公司章程中分类董事的规定是否有效,需要我们具体考察其是否剥夺了股东对董事的监督权,而不能一概认为是无效的。     

我国企业"短命"的文化根源探析

对“短命”企业的文化心理分析表明,我国传统文化及其现代演变的确有一些不利于现代企业生存和发展的因素,诸如过分的务虚、变通、忠孝、中庸等文化特征,影响了企业品牌建设和可持续发展,制约了企业公民行为。而扭转企业短命的命运,就要改变那些落后于时代的文化特质,与世界优秀文化接轨。     

Can non‐state global governance be legitimate? An analytical framework

In the absence of effective national and intergovernmental regulation to ameliorate global environmental and social problems, “private” alternatives have proliferated, including self‐regulation, corporate social responsibility, and public–private partnerships. Of the alternatives, “non‐state market driven” (NSMD) governance systems deserve greater attention because they offer the strongest regulation and potential to socially embed global markets. NSMD systems encourage compliance by recognizing and tracking, along the market’s supply chain, responsibly produced goods and services. They aim to establish “political legitimacy” whereby firms, social actors, and stakeholders are united into a community that accepts “shared rule as appropriate and justified.” Drawing inductively on evidence from a range of NSMD systems, and deductively on theories of institutions and learning, we develop an analytical framework and a preliminary set of causal propositions to explicate whether and how political legitimacy might be achieved. The framework corrects the existing literature’s inattention to the conditioning effects of global social structure, and its tendency to treat actor evaluations of NSMD systems as static and strategic. It identifies a three‐phase process through which NSMD systems might gain political legitimacy. It posits that a “logic of consequences” alone cannot explain actor evaluations: the explanation requires greater reference to a “logic of appropriateness” as systems progress through the phases. The framework aims to guide future empirical work to assess the potential of NSMD systems to socially embed global markets.     

Starker Steuerwettbewerb – starke Reformen? Ein neuer Blick auf Unternehmenssteuerreformen in 15 EU‐Staaten (1998‐2011)

Although many EU‐countries have reduced corporate taxes in the recent years, there is still a substantial variance between the 12 oldest EU‐member states. This contribution revisits this variation and analyses the determinants of corporate tax reforms and their magnitude from a perspective which is new in two respects: First, we combine logistic panel regression and fsQCA analysis allowing for an integration of qualitative assessments of tax reforms in the QCA analysis. This adds to the existing studies on tax reform which almost exclusively rely on regression techniques. Second, we focus on the time period 1998‐2011 where we expect tax competition to be especially intense. The results of our analyses confirm the major impact of tax competition on national corporate tax policies. This relationship dominates the regression analyses as well as the fsQCA. Furthermore, our findings allow nuancing the existing results on the influence of institutional constraints and partisan politics.     

Squaring the Virtuous Circle: Exploring the Potential of the ‘Five Cs’

During his May 2014 visit to Australia Pascal Lamy, former Director General of the World Trade Organization, urged ‘public institutions, civil society, and global businesses’ to forge ‘creative coalitions’ for the purpose of engaging constructively and positively with the complex problems standing in the way of achieving social and economic sustainability. Lamy's visit was but the first of several occasions during 2014 in which intense public discussion erupted about the need for government, business, and civil society to pool their capacities in boundary‐spanning efforts to address complex policy problems. This article investigates whether the public discussion portends a heightened policy focus on the ‘five Cs’: co‐production, co‐design, corporate social responsibility, collective impact, and Lamy's creative coalitions.     

美国公司债券发行制度分析

美国公司债券发行有公募发行和私募发行两种方式.公募发行实行注册制,信息披露制度是公募发行和交易监管的核心.私募发行包括一般私募发行和144A私募发行.本文通过比较研究美国公司债券公募和私募发行制度,总结出美国公司债券市场的成功经验为:灵活自由的债券发行制度,充分的信息披露、完善的债权人保护机制和对发债公司高管违法行为的严刑峻法.     

SADC and the GCC: Shared regional challenges and potential links

This article assesses the prospects for a clearly articulated economic diplomacy approach in South Africa's foreign policy. It argues that while South Africa's foreign policy has been to a considerable extent normatively grounded, it has failed to develop a coherent economic diplomacy that is based on focused and distinctly expressed priorities. This is a crucial gap that limits the country's ability to respond to regional and global changes, in particular those posed by emerging powers. The article identifies a number of gaps in South Africa's foreign policy approach and highlights its oblivion to global developments and geopolitical dynamics in the African continent. It sets out possible policy outlines for developing a clearer and stronger economic diplomacy. The building blocks for such an approach include the identification of strategic foreign policy priorities; greater institutional co-operation among agencies dealing with economic and foreign policy development; synergies between corporate strategies and government's foreign policy objectives; and the need for South Africa to develop a stronger leadership ambition in the African continent, both to contribute to Africa's development and to pursue its own economic interests. This ambition will require awareness of South Africa's own limitations, thus focusing the better part of its foreign policy on a limited set of countries that match strategic priorities.     

A computational text analysis of the South African banking sector's representation of its core values: A corpus-driven approach

Abstract

This article uses corpus linguistics (CL) to computationally quantify and qualitatively explain how meaning is represented vis-à-vis core values in the text of the 2009 annual reports of the South African banking sector. Core values prescribe the behaviour, attitude and character of an organisation and may be indicative of an organisation's ideologies. This article draws on the work of Fox (2006a and b), who advances the new development of merging linguistics and corporate communication, and in so doing adopting a transdisciplinary perspective on language. Written text is an ideal method with which to capture an organisation's ideologies through corporate public discourse (CPD) such as annual reports, because the organisation can control the content and distribution. However, as corporate messages are generally written by the ‘entity’ and not by the individual, writers essentially accept the banks’ practicing power through consent. The results illustrate how the repeated use of content words may skilfully position the reader of the text positively towards the South African banking sector's core values represented in the text. Researching language in organisations not only facilitates strategic competence in comprehending communication processes, but can also be beneficial in terms of more credible CPD.     

企业志愿服务的价值及其实现机制

企业志愿服务作为一种新型的志愿服务形式,具有实现个体、企业和社会多赢的价值。为此,应通过大力普及志愿理念、弘扬志愿精神,建立健全教育培训机制、企业志愿服务项目拓展机制、实绩评估机制、志愿服务激励机制和志愿服务的保障机制等,进而推动企业志愿服务健康、良性、可持续发展,以更好地实现企业志愿服务的价值。