In this sixth edition, we can see that corporate governance is becoming a more vital and all-encompassing topic with each year that passes. We all realise that the modern corporation is one of the most ingenious concepts ever devised. Our lives are dominated by corporations. We eat and breathe through them, we travel with them, we are entertained by them, most of us work for them. Most corporations aim to add value to society and they very often do. Some, however, are exploiting, polluting, poisoning and impoverishing us. A lot depends on the commitment, direction and aims of a corporation’s founders, shareholders, boards and management and employees. Do they show commitment to all stakeholders and to long-term shareholders, or mainly to short term shareholders? There are many variations on the structure of corporations and boards within each country and between countries. All will agree that much depends on the personalities and commitment of the persons of influence in the corporation.
Each country has its own measures; however, the chapters of this book also show a convergence. The concept underlying the book is of a one-volume text containing a series of reasonably short, but sufficiently detailed, jurisdictional overviews that permit convenient comparisons, where a quick ‘first look’ at key issues would be helpful to general counsel and their clients.
Willem Calkoen specialises in mergers and acquisitions work – both public offers and private transactions – and in securities law and corporate governance.
He graduated from Utrecht University in 1970 and served as a naval reserve officer until 1972, when he joined NautaDutilh. He became a partner in 1980. He was chair of the Corporate M&A Committee of the Section on Business Law (SBL) of the International Bar Association from 1988 to 1992; an officer of the SBL from 1993 to 1998; and chair of the SBL from 1997 to 1998.
Mr Calkoen publishes regularly on topics such as joint ventures and corporate governance. He has been highly recommended in Pritchard’s European Legal 500 and listed in Who’s Who Legal for the Netherlands under M&A and corporate governance. He is acknowledged by European Legal Experts as a corporate and commercial expert.
On 11 October 2011 Mr Calkoen defended his thesis, a comparative book on the corporate governance practices in the United Kingdom, the United States and the Netherlands.
The publisher acknowledges and thanks the following for their learned assistance throughout the preparation of this book: