The Cultural Grammar of Governance: The UK Code of Corporate Governance, Reflexivity, and the Limits of ‘Soft’ Regulation

29 Pages Posted: 21 Sep 2016

See all articles by Jeroen Veldman

Jeroen Veldman

Nyenrode Business university

Hugh Willmott

Cardiff University - Cardiff Business School

Date Written: January 1, 2016

Abstract

We identify limits of ‘reflexive governance’ by examining the UK Code of Corporate Governance that is celebrated for its ‘reflexivity’. By placing the historical genesis of the Code within its politico-economic context, it is shown how its scope and penetration is impeded by a shallow, ‘single loop’ of reflexivity. Legitimized by agency theory, the Code is infused by a ‘cultural grammar’ that perpetuates relations of shareholder primacy as it restricts accountability to narrow forms of information disclosure directed exclusively at shareholders. Engagement of a deeper, ‘double loop’ reflexivity allows account to be taken of the historical conditions and theoretical conceptions that shape practices and outcomes of corporate governance. Only then is it possible to disclose, challenge and reform narrow conceptions, boundaries and workings of ‘reflexive governance’.

Keywords: corporate governance, industrial relations, management, organizational theory, participation and workplace democracy, reflexivity, soft law, strategic and international management, top management, trade unions

Suggested Citation

Veldman, Jeroen and Willmott, Hugh, The Cultural Grammar of Governance: The UK Code of Corporate Governance, Reflexivity, and the Limits of ‘Soft’ Regulation (January 1, 2016). Available at SSRN: https://ssrn.com/abstract=2840843 or http://dx.doi.org/10.2139/ssrn.2840843

Jeroen Veldman (Contact Author)

Nyenrode Business university ( email )

Straatweg 25
P.O. Box 130
Breukelen, 3620 AC
Netherlands

Hugh Willmott

Cardiff University - Cardiff Business School ( email )

Aberconway Building
Colum Drive
Cardiff, CF10 3EU
United Kingdom

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