Corporate Governance in Crisis? The Politics of EU Corporate Governance Regulation

Abstract

This article emphasises the essentially political nature of corporate governance regulation and argues that the transformation of corporate governance regulation is part of a broader political project of economic restructuring and market-making in the EU. The first part of the analysis focuses on the transformation of company law and corporate governance in the last decade. Here, the article illustrates how company law has become increasingly focused on the rights of shareholders, while worker rights have been relegated to the area of social policies and labour law. The study also traces the shift from a legislative programme centred on company law harmonisation towards a regulatory approach based on minimum requirements and mutual recognition, increasingly geared at adjusting the governance of corporations to the demands of liberalised capital markets. The second section then reflects on the current developments in corporate governance regulation in the context of financial and economic crisis.

Responsibility and the Modern Corporation

“…business as usual-including prioritizing maximization of shareholder value-while claiming to be caring and socially responsible". 56 54 Davis (2009), Horn (2012, Khurana (2007), Johnson (2012Johnson ( , p. 1163Pye (2001Pye ( , 2002, Veldman and Willmott (2016). 55 Banerjee (2008), Jones and Haigh (2007, p. 52);Murphy (2011), Rajak (2011.…”

The Financial Crisis: A Reason to Improve Shareholder Protection in the EU?

“…Corporate governance has been`increasingly perceived in a narrow sense, that is, pertaining solely to the internal and external control mechanisms between shareholders and managers.' 41 This has led to the managers concentrating on the share/stock market price as a mechanism of aligning shareholders' and managers' interests in order to reduce agency costs. Inadvertently, this has led managers to adopt much risk taking ± and major parties in corporate governance have acquiesced in this trend.…”

Disclosures on Control over Financial Reporting: The Reporting Practice of Banks Listed on The Warsaw Stock Exchange

“…The issue of changes in regulations following the financial scandals of the early twenty-first century was investigated in a number of scientific publications in the world (Clarke, 2005;Horn, 2012;Bauwhede & Willekens, 2008;Hoitash at al., 2009). From the perspective of this publication changes related to corporate governance are particularly relevant.…”