John Kang, Masculinity’s Burden: An Equal Protection Clause for Men
Larry Catá Backer, Masculinities and Enterprise Global Governance: The OECD and Development of Transnational Norms for Enterprise Organization and Behavior
Masculinities and Enterprise Global Governance: The OECD and Development of Transnational Norms for Enterprise Organization and Behavior
Larry Catá Backer
Those who have supported fiduciary duty track the three feminist approaches highlighted by Hilary Charlesworth: (1) we sound like liberal feminists when we strive for equality by discounting differences between those with power and those without it; (2) we sound like cultural feminists when we celebrate the different experiences and perspectives of the powerful and the vulnerable; (3) we sound like radical feminists when we assert that we must correct the power imbalances inherent in the existing structures. 
The hierarchization of humanity has, and has always had, gendered and sexual components that are indissoluble from national, ethnic, racializing and other components. The logic of patriarchy entailed that colonial, neo-colonial and imperialist devaluation of populations was expressed through the symbolic feminization of the men of the dominated groups, a feminization which could of course take very different forms.
“While the embodiment of transnational business masculinity has yet to be studied in detail, two points leap to the eye. One is the immense augmentation of bodily powers by technology (air travel, computers, telecommunications), making this to a certain extent a "cyborg" masculinity. The other is the extent to which international businessmen's bodily pleasures escape the social controls of local gender orders, as their business operations tend to escape the control of the national state; along with globalization of business has gone the rapid growth of an international prostitution industry.”
 OECD Improving Corporate Governance Standards: the Work of the OECD and the Principles 1, available at http://www.oecd.org/dataoecd/45/24/33655111.pdf (last visited on June 22, 2009). Each includes official commentary and explanation of the principles. Id. at 2.
 Janis Sarra, Convergence Versus Divergence, Global Corporate Governance at the Crossroads: Governance Norms, Capital Markets & OECD Principles for Corporate Governance, 33 Ottawa L. Re. 177, at 208.
 Id. at 209: “While markets for capital and for corporate control will create incentives for manages to improve corporate efficiency, codifying basic shareholder rights will reduce investment risk and transaction costs.”
 Id. The stakeholder chapter breaks with the earlier version in explicitly recognizing the role and rights of creditors. In a number of countries, the experience has been that poorly defined and ineffectively enforced creditor rights have distorted corporate governance, particularly in the presence of controlling shareholders. A new principle states that the corporate governance framework should be complemented by an effective, efficient insolvency framework, and by effective enforcement of creditor rights.
 The Principles 46. According to the annotations, in all OECD countries, the rights of stakeholders are established by law (e.g. labor, business, commercial and insolvency laws) or by contractual relations. It also states that even in areas where the interests are not legislated, many firms make additional commitments to stakeholders. Concern over corporate reputation and corporate performance often requires the recognition of broader interests. In addition, the legal framework and process should be transparent and not impede the ability of stakeholders to communicate and to obtain redress for the violation of rights. Id.
 The Principles 49-50. (Disclosure requirements are not expected to place unreasonable administrative or cost burdens on enterprises. However, the Principles support timely disclosure of all material developments that arise between regular reports. Material information can be defined as information whose omission or misstatement could influence the economic decisions taken by users of information. )
 Id. The Principles also recommend that this disclosure include material foreseeable risk factors, as well as material issues regarding employees and other stakeholders. This is to facilitate investors’ assessment of the stewardship of the corporation.
 Policy Brief, Improving Corporate Governance Standards: the Work of the OECD and the Principles, p4: “The principle covering board and director independence has been extended to cover situations characterized by block and controlling shareholders, and not just independence from management.”
The Principles annotation 63. Finance, Competition and Governance: Priorities for Reform and Strategies to Phase-Out Emergency Measures: p52, OECD suggests in its recent document that the “fit and proper person test” needs to be strengthened and extended to cover more institutions including directors since there is compelling case for the criteria to be expanded to technical and professional competence such as general governance and risk management skills. It also mentioned that “the test might also consider the case for independence and objectivity”
 For example, Independent non-executive board members or establishment of specific committees might provide additional assurance where there is a potential for conflict of interest among market participants. Id., Principle, 65. The Board should also should review related party transactions using independent board members. See, OECD, Asian Roundtable Task Force on Related Party Transactions, Conclusions and Key Finding Note, 5. It should also provide confidential access for whistleblowers who may be in a position to identify unethical conduct and abusive transactions. Id.
 Their focus is on publicly traded companies, however, it should also be a useful tool to improve corporate governance in non-traded enterprises including privately held and state owned enterprises. (Id.)
 Id. at 33. It is in the interest of the co-ordinating or ownership entity and SOEs themselves to refer to the OECD Principles of Corporate Governance with regard to minority shareholders’ rights. The Principles state that “Minority shareholders should be protected from abusive action, by, or in the interest of, controlling shareholders acting either directly or indirectly, and should have effective means of redress”. The Principles also prohibit insider trading and abusive self-dealing. Finally, the annotations to the OECD Principles suggest pre-emptive rights and qualified majorities for certain shareholder decisions as an ex-ante means of minority shareholders protection. Id.
 OECD Guidelines on Corporate Governance of State-Owned Enterprises p19.
 Id. at 23.
 Id. at 24. The relationship of the co-ordinating or ownership entity with other government bodies should be clearly defined. In particular, the ownership entity should maintain co-operation and continuous dialogue with the state supreme audit institutions responsible for auditing the SOEs. The co-ordinating or ownership entity should also be held clearly accountable for the way it carries out the state ownership function. Its accountability should be, directly or indirectly, to bodies representing the interests of the general public, such as the Parliament. However, The accountability requirements should not restrict unduly the autonomy of the co-ordinating or ownership entity in fulfilling their responsibilities. Id.
 Id. at 37.
 external auditors should be subject to the same criteria of independence as for private sector companies. This generally includes limits on providing consulting or other non-audit services to the audited SOE. as periodic rotation of audit partners or audit firms. Guidelines for SOEs P43.
 R.W. Connell, Understanding Men: Gender Sociology And The New International Research On Masculinities, 24 (1&2) Social Thought & Research 13, 24 (2001).
 See, Larry Catá Backer, Economic Globalization and the Rise of Efficient Systems of Global Private Law Making: Wal-Mart as Global Legislator, 39(4) University of Connecticut Law Review 1739 (2007).
 Donald J. Johnson, Promoting Corporate Responsibility: The OECD Guidelines for Multinational Enterprises, in Corporate Social Responsibility: The Corporate Governance Op The 21st Century 243, 247 (Ramon Mullerat ed., 2005).
 Janis Sarra, Class Act: Considering Race and Gender in the Corporate Boardroom, 79 St. John's L. Rev. 1121 (2005).
 Janis Sarra, The Gender Implications of Corporate Governance Change, 1 Seattle J. for Soc. Just. 457, 462, 464-68 (2002) (women face distinct disadvantages even as investors in markets as currently structured).
 Claire Moore Dickerson, Sex and Capital: What They Tell Us About Ourselves, 79 St. John's L. Rev. 1161 (2005).
 Claire Moore Dickerson, Feminism and Human Rights, 22 Women's Rts. L. Rep. 139, 140-141 (2001).
 See, Claire Moore Dickerson, Culture and Trans-Border Effects: Northern Individualism Meets Third-Generation Human Rights, 54 Rutgers L. Rev. 865, 867 (2002).
 Claire Moore Dickerson, Feminism and Human Rights, 22 Women's Rts. L. Rep. 139, 142 (2001).
 Larry Catá Backer, Emasculated Men, Effeminate Law in the United States, Zimbabwe and Malaysia, 17 Yale Journal of Law & Feminism 1, 60 (2005) (“There is no sorcerer's (much less witch's) spell that can transform the object to which the incantation is directed through the medium of law.” Id.).
 See Michael Kimmel, Globalization and its Mal(e)Contents, International Sociology, Vol. 18, No. 3, 603-620 (2003) (This article examines the ways in which masculinities and globalization are embedded in the emergence of extremist groups on the far right in Europe and the US, with a final discussion of the Islamic world. It discusses the ways in which global political and economic processes affect lower middle-class men in the economic North, and describes several of their political reactions, especially their efforts to restore public and domestic patriarchy.).
 Race, class and the contradictions of masculinity, (2005) available http://hatifnattar.net/race-class-and-the-contradictions-of-masculinity/