Zur Notwendigkeit des Vorstandsvergütungsoffenlegungsgesetzes

2007 ◽  
Vol 56 (2) ◽  
Author(s):  
Georg Stadtmann ◽  
Markus F. Wismann

AbstractDue to changes in the German Corporate Governance Code the transparency of compensation of the members of the management board has become a central element of the German corporate governance system. We analyze how the new transparency will influence the average compensation level. It can not be ruled out that average compensation levels will increase. By applying the so called unraveling theory we are able to show that a law was not necessary and a trend to a higher degree of transparency was on its way anyway.

2010 ◽  
Vol 11 (2) ◽  
pp. 115-158 ◽  
Author(s):  
Jan Lieder

The paper shows how the efficiency of the German supervisory board has been significantly improved in the last decade. These legal changes made the supervisory board climb to a higher position of power. In particular, the supervisory board is now significantly involved in the decision-making process on a company's overall strategic concept and on management decisions of fundamental importance. This emphasizes the future-oriented monitoring obligation of the supervisory board, which gained much more importance in the last decade. Furthermore, the new provisions increased the flow of information from the management board to the supervisory board, and they facilitated the monitoring efficiency of every single supervisory board member. In addition, several important changes improved the cooperation of supervisory board and auditors. The most recent changes strengthened the supervisory board's responsibility with regard to internal control and risk management.The vest majority of those changes in the German supervisory board system are very welcome. However, the current regime of German codetermination as well as the excessive size of the supervisory board has to be changed. Under the important developments on the European level, the time has come to act now in this direction. The advocated concept of codetermination by consensus provides a solid basis for more flexibility in the rigid German corporate governance system. It is also desirable to further limit the size of the supervisory board to no more than twelve members. Finally, the efficiency of the corporate governance system would be improved by allowing enterprises to choose between a one-tier and a two-tier board system.


2013 ◽  
Vol 27 (3) ◽  
pp. 231-257
Author(s):  
Faleh Salem al-Kahtani

Abstract This article will analyse Saudi shareholder’s rights, in particular by focusing on the legitimate articles of the Corporate Governance Code (hereinafter CGC), Company Law (hereinafter CL) and law cases related to shareholder’s rights. Analytical and comparative approaches are employed, examining the OECD principles of corporate governance and the UK Companies Act provisions with a view to reforming shareholder’s rights in the Saudi corporate governance system. In addition, shareholder’s rights are divided into financial and administrative rights. Thereafter, a number of recommendations are made regarding shareholder’s rights in the Saudi context.


2020 ◽  
Vol 7 (2) ◽  
pp. 55-58
Author(s):  
Oana Bogdan ◽  
Alin Dumitrescu

Starting from the research assumption that the Corporate Governance Code issued by Bucharest Stock Exchange (BSE) aims at building an internationally attractive capital market in Romania, based on best practices, transparency and trust that encourages companies to build a strong relationship with their shareholders and other stakeholders, communicate effectively and transparently and show openness towards all potential investors, in this paper we would like to present the degree of compliance of the companies listed on the Bucharest Stock Exchange with the principles and provisions of the Corporate Governance Code. The aim of this paper is achieved by presenting and commenting on the principles issued by the BSE regarding the corporate governance and by analysing the Corporate Governance Reports of the companies, presenting at the same time the compliance of the listed companies with these principles and provisions, by using the data issued in 2018 by the entities included in our study, namely the listed companies on the main market of the Bucharest Stock Exchange. Our analysis reflects that, although the provisions and principles of the Corporate Governance Code are not mandatory for the listed companies, they are largely implemented in the activity of companies because an efficient corporate governance system can represent a competitive advantage for any economic entity in the context of globalisation.


2021 ◽  
Vol 2 (4) ◽  
pp. 198-205
Author(s):  
Vladimir Vladimirovich Filatov ◽  
Marina Vladimirovna Buzulutskaya ◽  
Alexander Vladimirovich Olimpiev ◽  
Sergey Alexandrovich Tikhachev

2016 ◽  
Vol 39 (11) ◽  
pp. 1431-1446 ◽  
Author(s):  
Namporn Thanetsunthorn ◽  
Rattaphon Wuthisatian

Purpose The purpose of this study is to explore the current state of corporate governance in various aspects of business settings and to empirically examine the impact of national culture on corporate governance performance, with a view of supporting business corporations in further enhancing the effectiveness of their corporate governance system. Design/methodology/approach A pooled sample of 9,003 companies drawn from 50 countries across ten different regions is collected. A variety of statistical methods, including the paired sample t-test, the ordinary least squares regression and the Pearson product-moment correlation coefficient are implemented to analyze the current state of corporate governance. To empirically investigate the causal relationship between national culture and corporate governance, the multivariate regression analysis is also applied. Findings This study proposes a broad set of the empirical findings regarding the current state of corporate governance. Despite being accepted as a prerequisite building block for sustainable corporate social responsibility (CSR), corporate governance is still receiving far less attention among business corporations. The governance framework is widely adopted by business corporations, yet the intensity of implementing corporate governance is significantly different across regions. The variation of the intensity observed across regions can be explained by the national cultural characteristics that are all likely to impact the degree to which corporations act in corporate governance manners. Corporate governance performance is strongly related to three other aspects of socially responsible corporate performance – community, employee and environment. Research limitations/implications This study provides both the motivation and a starting point for further investigation in the milieu of corporate governance. It would be interesting for future research to further explore the extent to which corporate governance has a positive indirect impact on a firm’s financial performance. There is potential to provide a more comprehensive analysis of the interaction effect of national culture and geographic region on corporate governance performance of the corporations embedded in that region through a statistical interaction method. In addition, it may be interesting to integrate corporate financial performance (CFP) into the analysis to identify a specific type/practice of the corporate governance that could provide the highest return on the investment. Last, another interesting avenue for future research would be to explore the ethical mechanisms that have been institutionalized to promote corporate governance practices. Practical implications The present study is beneficial to both business corporations and policy makers. In essence, the study can potentially draw managers’ attention to applying modified corporate governance strategies according to their national culture. Furthermore, the study can alter business corporations to promote a strong corporate governance regime in chorus to CSR strategies so as to promote CSR development, which ultimately results in higher levels of competitiveness and CFP. In addition, policy makers who are responsible for inward foreign investment can use the findings of this study to evaluate the investors’ potential governance adoption. Originality/value The findings of this study are useful in encouraging the business corporations to further strengthen their corporate governance system. This study helps to fill the theoretical void regarding the cultural impact on corporate governance by exploring a broad set of national cultural characteristics under which good corporate governance is more or less likely to occur.


2021 ◽  
Vol ahead-of-print (ahead-of-print) ◽  
Author(s):  
Nuno Moutinho ◽  
Carlos Francisco Alves ◽  
Francisco Martins

Purpose This study aims to analyse the effect of borrower’s countries on syndicated loan spreads, featuring countries according to institutional factors, namely, financial systems and corporate governance systems. Design/methodology/approach This study is an empirical investigation based on a unique sample of more than 85,000 syndicated loans from 122 countries. The paper uses standard and two-stage least squares regression analysis to test whether the types of financial and corporate governance systems affect loan spreads. Findings The paper finds that borrowers from countries with financial systems oriented towards the banking-based paradigm pay lower interest rate spreads than those from countries with financial systems oriented towards the market-based paradigm. In addition, there is evidence that borrowers from countries with more developed financial systems pay lower spreads. The results also show that borrowers from countries with an Anglo-Saxon governance system pay higher spreads than borrowers from countries with a Continental governance system. Research limitations/implications This study does not consider potential promiscuous relationships that can arise at the ownership structure and governance level between banks and borrowers and may affect loan spreads. Practical implications This study suggests that financial and corporate governance systems are essential factors in the financial intermediation process. Furthermore, the evidence indicates that corporates with higher potential agency costs and higher potential information asymmetry are requested to pay higher spreads. Therefore, the opportunities to such corporates invest optimally tend to be scarcer. Originality/value The paper highlights the impact of institutional factors on the cost of financing, characterising the countries according to the type of financial system and the type of corporate governance system. The study finds that borrowers from countries with bank-based financial systems pay lower interest rate spreads than those from countries with market-based financial systems. The paper also highlights how the level of financial development affects the cost of financing. The paper focusses on non-financial firms, unlike financial firms, which have been the focus of several empirical studies on topics relating to the cost of funding and corporate governance.


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