Comparative Corporate Governance

This chapter seeks to grasp the state-of-the-art of comparative corporate governance by focusing on its main characteristics, how they differ and are practiced across alternative models of corporate governance. It aims to relate the classic shareholder-oriented or the Anglo-American model and the classic stakeholder-oriented model, exemplified in Germany, to the institutional approach through an analysis of the major corporate governance features influencing post-war company decision-making in most advanced economies. The Anglo-American or the shareholder-oriented model of corporate governance has strong capital markets, relatively collaborative management-labour relations a common-law system and a permissive state. Company law is based on a unitary board system, a combination of the supervisory board and the board of top management. A clear distinction between the Anglo-American and continental European corporate governance is on the issue of statutory employee representation. Rather like the Rhineland model or the stakeholder-oriented model of corporate governance, the Japanese model is characterized by corporate reliance on bank lending or on retained earnings.