Developing and Implementing Corporate Governance Codes

In recent years, voluntary codes have been increasingly employed across the globe to drive corporate governance reform. These guidelines, which emanate from stock exchanges, securities commissions, investors and investor associations, and supra-national organizations, set forth "best practice" recommendations across a range of topics that listed companies, shareholders, and other relevant parties are encouraged but not obliged to follow. Today, corporate governance codes are found in over 70 countries. It is relatively straightforward to develop corporate governance codes. The challenge lies in ensuring their effective implementation and enforcement, as evidenced by the complaints heard in some countries that governance codes have not lived up to their promise to spur enduring improvements in corporate practices. The concerns voiced range from poorly written guidelines to inadequate levels of compliance by companies to "box-ticking" by investors. This opinion piece will begin with an examination of the principal uses and key design characteristics of a corporate governance code.

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Bibliographic Details
Main Author: World Bank
Language:English
Published: Washington, DC 2008-12
Subjects:ACCOUNTABILITY, ASSET MANAGEMENT, ASSET MANAGERS, AUDIT COMMITTEE, AUTHORITY, BOARD MEMBERS, BOARDS OF DIRECTORS, BUSINESS COMMUNITY, CAPITAL MARKET, CAPITAL MARKETS, CEOS, CHAIRMAN AND CEO, CHIEF EXECUTIVE, COLLECTIVE, COMPANIES ACT, COMPANY, COMPANY LAW, COMPANY LAW DIRECTIVE, COMPETITORS, CONSENSUS, CONSTITUENCIES, CONTROLLING SHAREHOLDER, CONTROLLING SHAREHOLDERS, CORPORATE GOVERNANCE CODE, CORPORATE GOVERNANCE CODES, CORPORATE GOVERNANCE REFORM, CORPORATE GOVERNANCE REFORMS, CORPORATE PRACTICE, CORPORATE PRACTICES, CORPORATE SCANDALS, CORPORATION, CORPORATIONS, DERIVATIVE, DEVELOPING ECONOMIES, DISCLOSURE REQUIREMENT, ECONOMIC REFORM, EMERGING ECONOMIES, EMERGING MARKET, EMERGING MARKET COMPANY, EMERGING MARKETS, ENABLING ENVIRONMENT, EXECUTION, FIDUCIARY DUTIES, FIDUCIARY OBLIGATIONS, FINANCE CORPORATION, FINANCIAL CRISES, FINANCIAL INSTITUTION, FINANCIAL MARKET, FINANCIAL STATEMENTS, FIRM STRUCTURE, FIRMS, FOREIGN INVESTORS, GLOBAL CORPORATE GOVERNANCE, GLOBAL INVESTORS, GOLD STANDARD, GOVERNANCE ARRANGEMENTS, GOVERNANCE ISSUES, GOVERNANCE PRACTICES, GOVERNANCE REGULATION, GOVERNANCE REGULATIONS, GOVERNMENT INVOLVEMENT, HOLDING, HOLDINGS, INCOME, INCORPORATED, INCORPORATED COMPANIES, INDEPENDENT AUDIT, INDEPENDENT DIRECTOR, INDEPENDENT DIRECTORS, INDIVIDUAL COMPANIES, INDIVIDUALS, INSTITUTIONAL INVESTOR, INSTITUTIONAL INVESTORS, INSTITUTIONAL SHAREHOLDER, INSTITUTIONAL SHAREHOLDERS, INSTRUMENT, INSURANCE, INSURANCE COMPANIES, INSURERS, INTERESTED PARTIES, INTERESTS OF MINORITY SHAREHOLDERS, INTERNATIONAL BEST PRACTICES, INTERNATIONAL CORPORATE GOVERNANCE, INTERNATIONAL FINANCE, INVESTEE COMPANIES, INVESTEE COMPANY, INVESTOR BASE, JURISDICTIONS, LAWYER, LEGAL FRAMEWORK, LEGISLATION, LEGITIMACY, LIMITED, LISTED COMPANIES, LOCAL CORPORATE GOVERNANCE, LOCAL INSTITUTIONS, LOCAL MARKET, LOW-INCOME COUNTRIES, MAJOR SHAREHOLDERS, MANAGERS, MANDATORY DISCLOSURE, MARKET INSTITUTIONS, MARKET MECHANISMS, MARKET PARTICIPANTS, MINORITY SHAREHOLDER, MINORITY SHAREHOLDER RIGHTS, OUTSIDE INVESTORS, OWNERSHIP STRUCTURE, OWNERSHIP STRUCTURES, PAR VALUE, PARTY, PENSION, PENSION FUNDS, PORTFOLIOS, PRIVATE MARKET, PROXY, PROXY VOTING, PUBLIC INFORMATION, PUBLIC POLICY, REGULATOR, REGULATORS, REGULATORY FRAMEWORKS, REGULATORY INSTRUMENTS, REPRESENTATIVES, RETURNS, SECURITIES, SECURITIES LAWS, SELF-REGULATION, SHAREHOLDER BASE, SHAREHOLDER MEETING, SHAREHOLDER MEETINGS, SHAREHOLDER RIGHTS, SHAREHOLDERS, SMALLER COMPANIES, SPONSORS, STAKEHOLDERS, STOCK EXCHANGE, STOCK EXCHANGE LISTING, STOCK EXCHANGES, STOCK MARKET, SUBSIDIARY, TAKEOVERS, TRANSITION ECONOMIES, TRANSPARENCY, TRUST FUND,
Online Access:http://documents.worldbank.org/curated/en/2008/12/10212155/developing-implementing-corporate-governance-codes
https://hdl.handle.net/10986/11132
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Summary:In recent years, voluntary codes have been increasingly employed across the globe to drive corporate governance reform. These guidelines, which emanate from stock exchanges, securities commissions, investors and investor associations, and supra-national organizations, set forth "best practice" recommendations across a range of topics that listed companies, shareholders, and other relevant parties are encouraged but not obliged to follow. Today, corporate governance codes are found in over 70 countries. It is relatively straightforward to develop corporate governance codes. The challenge lies in ensuring their effective implementation and enforcement, as evidenced by the complaints heard in some countries that governance codes have not lived up to their promise to spur enduring improvements in corporate practices. The concerns voiced range from poorly written guidelines to inadequate levels of compliance by companies to "box-ticking" by investors. This opinion piece will begin with an examination of the principal uses and key design characteristics of a corporate governance code.