Includes bibliographical references and index

The defining dynamics of corporate governance : purposes and priorities -- The board's powers and processes (I) : duty of due care : preparations and precautions -- The board's powers and processes (II) : duty of loyalty-predispositions and preclusions -- The role of shareholders : proxies and proposals -- Nominating, electing, and removing directors : prerequisites and performances -- Compensating directors and officers appropriately : payments and perquisites -- Corporate social responsibility : profit-maximizing vs. philanthropy -- Special considerations of legal ethics : professionalism and privilege -- Comparative corporate governance : pathways and possibilities -- Does good corporate governance pay? : predictions and proofs