Reforming Corporate Governance for Turbulent Times: Financial Crisis, Sovereign Debt Crisis and News Corp. Scandal – Perpetual Endeavours and New Challenges
EuCL (European Company Law, Kluwer Law International), Volume 9, Issue 05, at p. 260-262, October 2012
Posted: 3 Jan 2018
Date Written: October 2012
Financial crises usually trigger off demands for stricter rules, better compliance and improved risk management. But this always comes at a cost. Imposing burdens with the view to improve internal control and risk management has much of the buying stability with the money of shareholders. In theory, shareholders buy risk for prospects of future return while executive officers trade their possibly adventurous mindset against job stability and their managerial reputation. But in practice it seems to have a different outcome, which does not quite fit with the efficient market hypothesis. The continuing financial crisis makes it increasingly difficult to seriously deny that something went wrong. But is it also a failure of corporate governance? If so, what are the implications for the European reform agenda? Is there actually a need for a new European legislation on corporate groups?
Whatsoever new requirements are being proposed, the arguments in favour of new legislation must be balanced against increased reporting costs burdening companies. The situation consisting of information overkill effectively preventing investors from digesting all the data made available by issuers, should be definitely avoided. Instead, more emphasis is necessary to introduce more uniformity in the manner, how the information is being served to its consumers, that is, the investors. Any future reforms need to be made cautiously. The corporate governance reform is not a linear process. It is largely about learning from failure and many of the reform initiatives have had a reactive nature. But there is always a risk of regulatory overreaction and an inherent temptation – mostly on the part of politicians – to make opportunistic use of a crisis situation to achieve crisis-unrelated or loosely related objectives.
Keywords: financial crisis, corporate governance reform, sovereign debt crisis
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