Corporate Governance Around the World (Routledge Studies in Corporate Governance)

428 Pages·2008·1.73 MB·English

by  Ahmed Naciri

Corporate Governance Around the
World
The last Asian financial crisis, coupled with the western series of corporate
scandals, has caused investors and citizens to doubt managers’ abilities to guar-
antee credible financial information about organizations. Consequently, legisla-
tors all over the world have come to realize the necessity of legislating in the
area of corporate governance.
This book explores several national corporate governance reform experiences
from around the world (including Canada, China, the United States, and the
European Union) and offers an explanatory theory with regard to national
systems of corporate governance. It also underlines corporate governance as a
management tool and principle. The author argues that each country should be
encouraged to build its own system of corporate governance which should be
harmonized with its history, culture and the level of its economic development.
Corporate Governance Around the Worldwill be useful reading for advanced
students of International Business and Corporate Governance and will also
appeal to a professional audience.
A. Naciriis currently Professor of Finance and Accounting at UQAM School of
Business and Chairman of the Montreal International Center for Governance. He
is internationally recognized for his work on corporate governance, quality of
financial information and financial disclosure. His research papers are published
in many first class inte rnational journals, like the Journal of Futures Market, the
Advances in International Accountingand the International Journal of Account-
ing. He is prize-recipient of the Administrative Sciences Association of Canada.
Routledge studies in corporate governance
1 Corporate Governance Around the World
A. Naciri
Corporate Governance
Around the World
Edited by A. Naciri
First published 2008
by Routledge
2 Park Square, Milton Park, Abingdon, Oxon OX14 4RN
Simultaneously published in the USA and Canada
by Routledge
270 Madison Ave, New York, NY 10016
This edition published in the Taylor & Francis e-Library, 2008.
“To purchase your own copy of this or any of Taylor & Francis or Routledge’s
collection of thousands of eBooks please go to www.eBookstore.tandf.co.uk.”
Routledge is an imprint of the Taylor & Francis Group, an informa business
© 2008 Selection and editorial matter, A. Naciri; individual chapters, the
contributors
All rights reserved. No part of this book may be reprinted or reproduced or
utilized in any form or by any electronic, mechanical, or other means, now
known or hereafter invented, including photocopying and recording, or in
any information storage or retrieval system, without permission in writing
from the publishers.
British Library Cataloguing in Publication Data
A catalogue record for this book is available from the British Library
Library of Congress Cataloging in Publication Data
Corporate governance around the world / edited by A. Naciri.
p. cm.
Includes bibliographical references and index.
1. Corporate governance—Case studies. 2. Corporate governance—
Government policy—Case studies. I. Naciri, A.
HD2741.C77496 2008
338.6—dc22 2007034961
ISBN 0-203-93067-3 Master e-book ISBN
ISBN10: 0-415-42874-2 (hbk)
ISBN10: 0-203-93067-3 (ebk)
ISBN13: 978-0-415-42874-3 (hbk)
ISBN13: 978-0-203-93067-0 (ebk)
To Sissi, Kiki, Yaya, and Ani

Contents
List of figures ix
List of tables x
Notes on contributors xii
Foreword xiii
Acknowledgments xv
List of abbreviations xvi
1 Introduction 1
A. NACIRI
2 Micro theories of corporate governance 17
G. CHARREAUX
3 Macro theories of corporate governance 39
G. CHARREAUX
4 The American national system of corporate governance 74
B. L. NELSON

5 The Canadian national system of corporate governance 102
D. A. H. BROWN
6 The French national system of corporate governance 137
F. BIEN, J. DÉLGA AND A. GED
7 The Japanese national system of corporate governance 172
M. YOSHIMORI
8 The Hong Kong system of corporate governance 198
S. S. M. HO
viii Contents
9 The Chinese national system of corporate governance 230
S. S. M. HO
10 The Turkish national system of corporate governance 259
M. ARARAT AND M. UGUR
11 The transition economies national systems
of corporate governance 273
R. LEBAN AND T. PASECHNYK
12 The MENA countries national systems
of corporate governance 303
A. NACIRI
13 The EU system of corporate governance 323
A. NACIRI
14 Concluding remarks 344
A. NACIRI
Bibliography 361
Index 393
Figures
1.1 The ∆VGG model 7
5.1 The governance index plateaus, then jumps 103
5.2 Who selects Canada’s board members? 116
5.3 How are Canada’s board members selected? 116
5.4 Which committees do Canada’s boards use? 120
5.5 What performance measures are reported to Canada’s boards? 124
5.6 Rising accountability for individual directors 125
5.7 Women on Canadian boards 127
5.8 Which premium investors would be willing to pay for
a well-governed company? 128
7.1 Conventional board 1 177
7.2 Conventional board 2 182
7.3 Company with committee innovative structure 184
9.1 Incomes of Chinese managers in recent years (Yuan) 249
11.1 The level of GDP in 1998 compared to 1989 277
11.2 Apparent and actual ownership structure of the largest
Ukrainian financial-industrial groups, private and system
capital management, 1999–2002 284
11.3 Market capitalization to GDP in 2005 287
11.4 Structure of the board of directors of the largest
Russian compa nies, 2006 299