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Antoine Rebérioux and Gwenaël Roudaut

Corporate governance, in particular, board of directors’ composition, is regulated in most jurisdictions by voluntary and legislative instruments, as a way to foster good practices, responsible behavior and firm performance. Understanding the relative costs and benefits of the two approaches is therefore an important question. This chapter proposes a first step in this direction, by investigating and comparing how French listed companies (SBF 120) comply with the AFEP-MEDEF code of corporate governance regarding independence on one side and the mandatory board gender quota on the other. The chapter reviews the literature on board composition and firm performance, and related soft and hard regulations. It reports that independent and female directors have specific individual characteristics that may influence the overall impact of the regulation (soft or hard). Furthermore, it shows that while independent directors have become key players inside the boardroom through committee assignment, women still face an indirect inner glass ceiling that may jeopardize the efficiency of the quota.

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Antoine Rebérioux and Gwenaël Roudaut

This chapter provides an overview of the literature on corporate governance and corporate accountability, focusing on listed companies. It first surveys the normative debate on corporate responsibility, opposing two antagonistic models: the shareholder primacy model and the corporate social responsibility model. It then relates this (normative) diversity to the empirical diversity in corporate governance systems. The following sections narrow the scope of the analysis, to discuss in more details two crucial governance mechanisms and their effects on various firm outcomes: the distribution of stock ownership, and the composition and functioning of the board of directors.