The Corporate Governance Obsession

Journal of Corporation Law, Vol. 42, No. 2, pp. 359-402 (2016)

44 Pages Posted: 5 Sep 2014 Last revised: 9 Feb 2017

See all articles by Mariana Pargendler

Mariana Pargendler

Fundação Getulio Vargas Law School at São Paulo; New York University School of Law; European Corporate Governance Institute

Date Written: December 1, 2016

Abstract

Corporate governance has become a central concern of our time. For a variety of problems — from corruption and economic development to systemic risk and rising inequality — corporate governance reform has surfaced as a favored policy response. This Article explores the origins and scrutinizes the implications of this extraordinary focus on corporate governance as a solution to a constellation of economic and social ills.

In a context of growing skepticism of the state, the corporate governance movement offers a midway solution between markets and government. It transposes to the corporate context mechanisms typical of government control, such as “checks and balances” and democracy. This compromise solution turns out to be politically palatable: corporate governance appeals to progressives as a path for social and economic change in the face of political resistance to state intervention, while pleasing conservative forces as an acceptable concession to deflect greater governmental intrusion in private affairs. Whether such a persistent turn to corporate governance is worth the candle, however, remains an open question.

Keywords: Corporate Governance, History, Political Economy

JEL Classification: G30, G38, K22, L20

Suggested Citation

Pargendler, Mariana, The Corporate Governance Obsession (December 1, 2016). Journal of Corporation Law, Vol. 42, No. 2, pp. 359-402 (2016). Available at SSRN: https://ssrn.com/abstract=2491088 or http://dx.doi.org/10.2139/ssrn.2491088

Mariana Pargendler (Contact Author)

Fundação Getulio Vargas Law School at São Paulo ( email )

R. Rocha, 233, Bela Vista
São Paulo, 01330-000
Brazil

New York University School of Law ( email )

40 Washington Square South
New York, NY 10012-1099
United States

European Corporate Governance Institute ( email )

c/o ECARES ULB CP 114
B-1050 Brussels
Belgium

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