Handbook on Responsible Leadership and Governance in Global Business
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Handbook on Responsible Leadership and Governance in Global Business

Edited by Jonathan P. Doh and Stephen A. Stumpf

Ethics, social responsibility, leadership, governance. These terms are heard in the classroom, in the boardroom, and viewed on the front page of newspapers and magazines. Yet serious attention to the relationships among these concepts is lacking. Although commitments to leadership, ethics, and social responsibility are evident, individuals and companies are falling short in combining these duties into policies and cultures that guide behavior and decisions. The missing element is a broad-based and integrated approach to responsible leadership and governance. This volume provides the leading thinking on these issues and includes a discussion of emerging areas that require future attention.
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Chapter 14: Corporate Governance Reform: Global, North American and European Trends

Christine Mallin


Christine Mallin Introduction Corporate governance is increasingly high on the agenda for directors, investors and governments alike in the wake of financial collapses and corporate scandals in recent years. These collapses and scandals have not been limited to a single country, or even a single continent, but have been a global phenomenon. They have not been confined to a particular industry, nor to a particular business form, and, whilst it has been the large firms that have hit the headlines, there have doubtless been similar events in smaller firms which have not been caught in the glare of media headlines but which nonetheless will have had a significant impact on the lives of those affected, whether they be employees who have lost their jobs, or providers of equity or debt finance. Many financial scandals stem from problems rooted in the separation of ownership and control. As long ago as 1838, Adam Smith identified this problem: ‘the directors of such companies however being the managers rather of other people’s money than of their own, it cannot well be expected that they should watch over it with the same anxious vigilance’ (Smith, 1838, p. 586). In this chapter the concept of corporate governance and its growth as a global phenomenon are examined. The impact of differing legal systems and ownership structures and how these may affect corporate governance developments are discussed. The influence of institutional investors is examined and it is shown how, with the internationalization of cross-border...

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