Corporate Governance in Europe: Foundations, Developments and Perspectives

Abstract

Corporate governance today is an integral part of European Union law. This survey addresses selected legal developments with a view to foundations and perspectives of interdisciplinary research on corporate governance. To start with, the most important institution of internal corporate governance is the board of directors. Ownership structures matter for defining the specific control problems and specific types of investors – especially large or institutional investors – perform different monitoring tasks. The services of information intermediaries – especially auditors, rating agencies and financial analysts – strengthen the monitoring power of capital markets but conflicts of interest and oligopolistic intermediary structures reveal partly unresolved regulatory challenges. Today the European corporate governance debate shows an almost unique openness to the dialogue between law and economics.

Keywords: Corporate Governance, Board, Shareholders, Intermediaries, Information, Foundation, Basics

JEL Classification: G3, G30, G34, K22