Table of Contents

Corporate Governance after the Financial Crisis

Corporate Governance after the Financial Crisis

Edited by P. M. Vasudev and Susan Watson

The financial crisis of 2008–09 raises questions about the assumptions that underpin corporate governance. Shareholder value and private ordering may not in fact be the best means of promoting efficiency and corporate responsibility and the mechanisms used to ensure management accountability may not be effective. In this fascinating study, experts from around the world draw on the experience of the financial crisis to explore topical issues ranging from shareholder primacy and the corporate objective to the stakeholder principle, business ethics, and globalization of corporate governance principles. The chapters are provocative, acknowledging that our understanding of fundamental questions of corporate governance is still developing and demonstrating that the corporate governance debate is far from over.

Chapter 12: Codes of Ethics and Corporate Governance – A Study of New Zealand Listed Companies

Trish Keeper

Subjects: business and management, corporate governance, law - academic, company and insolvency law, corporate law and governance


Trish Keeper INTRODUCTION Corporate ethics and codes of ethics have received a great deal of attention in recent years; years that have been colored by numerous high-profile corporate scandals and changes. These events emphasize that compliance with the law does not guarantee ethical behavior and that ‘moral responsibility in the corporate domain cannot be reduced to obeying the law’ (Kaptein and Wempe 2002, p. 23). As the Enron collapse illustrated ‘[w]hatever law, and whatever kind of law, is put in place for controlling business, it is mined for opportunities for circumvention’ (McBarnet 2006, p. 35). However, while society, and for the most part companies and those who manage them, now accepts that corporations should behave ethically, there continues to be a degree of ambivalence with regard to attributing corporations with ethical responsibilities for wider stakeholder and societal interests (Kaptein and Wempe 2002, p. 39). Primarily, this reluctance flows from a theoretical disagreement as to the nature of a company. Those who advocate that a company’s principal objective is to maximize the return to shareholders contend that it is unethical for a company to consider the rights and interests of any other group (Friedman 1970). On the other side are those who reject this strict profit maximization approach in favor of some wider responsibility. Among proponents of the viewpoint that corporations do have ethical responsibilities beyond share value maximization (either as a normative belief, or under the banner of stakeholder theory or corporate social responsibility), there is, however, a diverse...

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