Corporate Governance for a Changing World: Report of a Global Roundtable Series

Abstract

After the financial crisis, there has been considerable debate about the role of corporations in society. It has become broadly accepted that corporations - particularly the world’s largest publicly traded corporations – need to be governed with respect for the society and the environment. This is because corporations are dependent on the broader institutional and systemic framing for their long-term survival and because the most pressing of society’s problems cannot be solved without a contribution from corporations or by regulation alone.

However, this consensus has not yet been reflected in mainstream corporate governance models that have been narrowing since the 1970s in order to put the maximisation of shareholder value at the centre of corporate attention. As a result, the normative and theoretical framework of corporate governance theory and practice continue to encourage excessive risk taking at the expense of corporate resilience and the ability to create long-term sustainable value.

With this context in mind, the Purpose of the Corporation Project, an initiative of Frank Bold with the support of the Modern Corporation Project at Cass Business School, launched the Corporate Governance for a Changing World Roundtable Series on corporate governance. Events were held in Breukelen, Brussels, London, New York, Oslo, Paris, and Zurich. This brought together more than 260 leaders in business management, investment, regulation and academic and civil society communities with the aim of identifying desired outcomes and principles of corporate governance fit for the challenges of the 21st century. The report summarises the findings of the roundtables and associated recommendations for business practice and regulators.

Keywords: corporate governance, management, executive pay, board, stakeholders, employees, mergers, takeovers, shareholder primacy, corporate reform, charter amendments, B Corporations, short-termism, incentives, remuneration, dual-class share structures, dividends, corporate purpose, purpose of corporation

JEL Classification: G30, G32, G34, G38, K22, L21, L22, L23, L31, M14, M52, P13