Internal Corporate Governance in Europe - Towards a More Market-Based Approach

Kyoto Journal of Law and Politics, Vol. 4, No. 1, pp. 17-36, 2007

20 Pages Posted: 17 Apr 2008

See all articles by Patrick C. Leyens

Patrick C. Leyens

University of Bremen; Erasmus University Rotterdam (EUR) - Rotterdam Institute of Law and Economics; European Corporate Governance Institute (ECGI)

Date Written: 2007

Abstract

In a trialogue between Japan, the U.S. and the EU, the corporate governance debate has singled out approaches that strengthen internal controls. With the soft law movement at its core the development points towards more options for the market. The gathering and processing of information by and within boards is the key to the implementation of modern market-based concepts as particularly the compliance with fostered independence requirements for directors. The further development of the more market-based approach should lead to board model choices, strengthen the role of soft law and introduce optional rules including contractual liability gaps for auditors.

Keywords: Comparative Corporate Governance, Company/Corporate Law, Soft-Law, Corporate Governance Code, Europe, Germany, Board Model , Supervisory Information, Independence, Financial Intermediaries, Co-determination, Takeover, Golden Shares

JEL Classification: G3, K22

Suggested Citation

Leyens, Patrick C., Internal Corporate Governance in Europe - Towards a More Market-Based Approach (2007). Kyoto Journal of Law and Politics, Vol. 4, No. 1, pp. 17-36, 2007, Available at SSRN: https://ssrn.com/abstract=1119527

Patrick C. Leyens (Contact Author)

University of Bremen ( email )

Universitaetsallee GW I
Bremen, D-28334
Germany

Erasmus University Rotterdam (EUR) - Rotterdam Institute of Law and Economics ( email )

Burgemeester Oudlaan 50
PO box 1738
Rotterdam, 3000 DR
Netherlands

European Corporate Governance Institute (ECGI) ( email )

c/o the Royal Academies of Belgium
Rue Ducale 1 Hertogsstraat
Brussels
Belgium

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