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This chapter addresses the changing nature of corporate governance in the United Kingdom over recent decades and examines whether these changes have had an impact on the UK market for corporate control. The disappointing outcomes for acquiring company shareholders in the majority of corporate acquisitions, public discontent with some pay deals for top executives and some high profile corporate scandals led in the early 1990s to a call for governance reform. The scrutiny of governance in UK companies has intensified since the publication of the Cadbury Report in 1992 and has resulted in calls for changes in the size, composition and role of boards of directors, in the role of institutional shareholders, the remuneration and appointment of executives, and in legal and accounting regulations. We review the background to these changes and the consequences of the changes since 1990 for governance structures. Finally, we examine whether these changes have affected takeover performance in recent years. Our analysis is specific to the institutional circumstances of the UK although we refer where appropriate to takeover studies in other countries. JEL Classification: G30

This paper builds on prior theory and research on attention and identity to examine whether and how industries publicly attend to external events. Events are critical triggers of institutional transformation and industry evolution. However, they must first become the focus of public attention to have this effect. We draw on a paired case comparison of media coverage of eight nonroutine events affecting the natural environment and the U.S. chemical industry. We employ both deductive and inductive analysis to develop a model and hypotheses to explain two research questions. First, what determines the initial public attention to an event? Second, when and why do certain events attain high and sustained levels of industry attention? A key inference is that whether an event receives industry-level attention depends on either outsiders holding the industry accountable for the event, or insiders ’ internal concerns with the industry image. We further infer that an event can be transformed into a critical issue for an industry, warranting sustained attention, if there is contestation with outsiders over the accountability for the event and its enactment, and internal contradictions and challenges to the industry’s identity.

We draw upon an organizational learning and adaptation perspective to examine the antecedents and performance consequences of relay CEO successions relative to non-relay inside successions and outside successions. Data on 204 CEO successions in non-diversified U.S. manufacturing firms during the 1993-98 time period show that the likelihood of a relay succession is negatively associated with the number of internal candidates and positively associated with pre-succession firm performance. We also find that relay successions lead to better post-succession firm performance, particularly at lower levels of pre-succession firm performance and at higher levels of post-succession strategic and industry instability. 1 CEO succession is perhaps one of the most crucial events in the life of any firm because of the substantive and symbolic importance of the CEO position (Finkelstein & Hambrick, 1996; Kesner & Sebora, 1994). There are multiple options and related processes for selecting a successor CEO, including the selection and crowning of an heir apparent, a “horse race ” among internal candidates, and a comprehensive search of internal and external candidates (Finkelstein & Hambrick, 1996; Friedman & Olk, 1995). Among these processes, the selection and crowning

Multimarket (or multipoint) contact has been shown to deter aggressive actions by rivals toward each other, producing a situation of mutual forbearance among firms. To create this deterrent capability, however, firms must enter each others’ markets, which is just the kind of action that the deterrent is supposed to limit. This study explores the questions: Under what conditions are firms likely to behave aggressively toward their multimarket rivals by entering their markets and when will they engage in mutual forbearance? We describe how the effect of multimarket contact on the market-entry moves of a firm changes as the level of contact a firm has with its rivals increases. We draw on competitive intelligence and decision-making theory to argue that the competitive advantages associated with multimarket contact are supplemented

Earlier versions of this paper benefited from the suggestions of Hayagreeva Rao, Harry Sapienza, Freek Vermeulen, and seminar participants at the University of Michigan and