Corporate Governance in India: Towards a More Holistic Approach

57 Pages Posted: 5 Aug 2011  

Hari Bhardwaj

University of Oxford; Linklaters

Date Written: June 3, 2011

Abstract

In this paper, we offer a ‘holistic’ approach to the development of corporate governance solutions in India that takes into account the unique economic, political and structural problems affecting the country. Based on a review of the patterns of ownership and control of its firms, we identify that the ‘core’ economic problem affecting corporate governance in this country today is not the threat that managers act opportunistically against owners, as is prevalent in the Anglo-American world, but the threat that majority shareholders act opportunistically against minority shareholders, thus calling for a new approach to address the Indian context. In developing this approach, we are mindful of the ‘transplant’ effect that recognizes that solutions adopted from ‘outsider’ jurisdictions are unlikely to be effective in ‘insider’ jurisdictions such as India since they address a different agency problem. We then identify limitations in the institutions of public enforcement in India and draw upon the ‘political’ approach to corporate law to conclude that these structural constraints are likely to continue in the short term, thus limiting the effectiveness of purely ‘legalistic’ solutions in the country. We thereafter develop criteria that enable us to arrive at potential market-based ‘self-enforcing’ solutions to our ‘core’ corporate governance problem.

Keywords: corporate governance, India, enforcement, self-enforcing solutions

Suggested Citation

Bhardwaj, Hari, Corporate Governance in India: Towards a More Holistic Approach (June 3, 2011). Oxford Student Legal Studies Paper No. 04/2011. Available at SSRN: https://ssrn.com/abstract=1899512 or http://dx.doi.org/10.2139/ssrn.1899512

Hari Bhardwaj (Contact Author)

University of Oxford ( email )

Mansfield Road
Oxford, Oxfordshire OX1 4AU
United Kingdom

Linklaters ( email )

One Silk Street
London
United Kingdom

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