Shareholder Protection in Close Corporations: Book discussion

Date & time
10–11.15am Friday 2 September 2022


Assistant Professor Alan Koh
Professor Pamela Hanrahan
Professor Martin Gelter
ANU College of Law
Virtual Book Talk
Shareholder protection in close corporations

The Private Law Research Group at the ANU College of Law is hosting a discussion of the book 'Shareholder Protection in Close Corporations' (Cambridge University Press, 2022) with author Alan Koh and discussants, Prof. Pamela Hanrahan and Prof. Martin Gelter will comment on the book.

About the book:

Close corporations, which are legal forms popular with small and medium enterprises, are crucial to every major economy's private sector. However, unlike their 'public' corporation counterparts, close corporation minority shareholders have limited exit options, and are structurally vulnerable in conflicts with majority or controlling shareholders. 'Withdrawal remedies'-legal mechanisms enabling aggrieved shareholders to exit companies with monetary claims-are potent minority shareholder protection mechanisms. This book critically examines the theory and operation of withdrawal remedies in four jurisdictions: the United States, the United Kingdom, Germany, and Japan. Developing and applying a theoretical and comparative framework to the analysis of these jurisdictions' withdrawal remedies, this book proposes a model withdrawal remedy that is potentially applicable to any jurisdiction. With its international, functional, and comparative analysis of withdrawal remedies, it challenges preconceptions about shareholder remedies and offers a methodology for comparative corporate law in both scholarship and practice.


  • Assistant Professor Alan Koh »

    Alan K Koh is Assistant Professor of Business Law at Nanyang Business School, Nanyang Technological University (Singapore), where he teaches corporate law and governance. He earned his Dr jur at Goethe University Frankfurt and is an Advocate and Solicitor of the Supreme Court of Singapore. His research focuses on comparative law and corporate law and governance in Asia. He is an elected member of the International Academy of Comparative Law.

  • Professor Pamela Hanrahan »

    Professor Pamela Hanrahan is a lawyer, legal academic and author who specialises in corporate law, corporate governance, financial services regulation, data governance and business ethics.

    She is Professor of Commercial Law and Regulation at the University of New South Wales (UNSW) Business School, a Senior Fellow of the Melbourne Law School, a member of the Centre for Law Markets and Regulation at UNSW, an associate of the Centre for Corporate Law at the University of Melbourne, and founding director of the Cybersecurity and Data Governance Research Network at UNSW Sydney. She is also a founding member of the Society of Investment Law (USA), a Fellow of FINSIA, and a solicitor member of the Law Society of New South Wales. 
    Pamela is Deputy Chair of the Business Law Section of the Law Council of Australia, a member of the National Corporate Governance Committee of the Australian Institute of Company Directors, a member of the Conexus Institute Advisory Board and a non-executive director of Landcom. In 2010-11 she was the Queensland Regional Commissioner of the Australian Securities and Investments Commission (ASIC) and in 2013-15 served as the Registrar of Community Housing for New South Wales. In 2016-17 Pamela was an appointed member of the ASIC Enforcement Review Taskforce and in 2018 she was an adviser to the Hayne Royal Commission into Misconduct in the Banking, Superannuation and Financial Services Industry.

  • Professor Martin Gelter »

    An expert in comparative corporate law and governance, Professor Martin Gelter joined Fordham Law School in 2009. Previously, he was an Assistant Professor in the Department of Civil Law and Business Law at the WU Vienna University of Economics. He also has been a Terence M. Considine Fellow in Law and Economics and a John M. Olin Fellow in Law and Economics at Harvard Law School, and a Visiting Fellow at the University of Bologna. His scholarship has been published in distinguished journals including Harvard International Law Journal, the American Journal of Comparative Law, and the Journal of Corporation Law.

Research theme: 

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