European Corporate Governance Reform and the German Party Paradox

Max Planck Institute for the Study of Societies Discussion Paper No. 2003-04

45 Pages Posted: 5 Aug 2003

See all articles by Martin Höpner

Martin Höpner

Max Planck Society for the Advancement of the Sciences - Max Planck Institute for the Study of Societies

Date Written: March 2003

Abstract

This paper addresses the current discussion on links between party politics and production regimes. Why do German Social Democrats opt for more corporate governance liberalization than the CDU although, in terms of the distributional outcomes of such reforms, one would expect the situation to be reversed? I divide my analysis into three stages. First, I use the European Parliament's crucial vote on the European takeover directive in July 2001 as a test case to show that the left-right dimension does indeed matter in corporate governance reform, beside cross-class and cross-party nation-based interests. In a second step, by analyzing the party positions in the main German corporate governance reforms in the 1990s, I show that the SPD and the CDU behave "paradoxically" in the sense that the SPD favored more corporate governance liberalization than the CDU, which protected the institutions of "Rhenish," "organized" capitalism. This constellation occurred in the discussions on company disclosure, management accountability, the power of banks, network dissolution, and takeover regulation. Third, I offer two explanations for the paradoxical party behavior. The first explanation concerns the historical conversion of ideas. I show that trade unions and Social Democrats favored a high degree of capital organization in the Weimar Republic, but this ideological position was driven in new directions at two watersheds: one in the late 1940s, the other in the late 1950s. My second explanation lies in the importance of conflicts over managerial control, in which both employees and minority shareholders oppose managers, and in which increased shareholder power strengthens the position of works councils.

Keywords: takeover regulation, corporate governance, production regimes, European law, political parties, Germany, conflicts inside companies

JEL Classification: F3, G3, H7, J5, N4, P1

Suggested Citation

Höpner, Martin, European Corporate Governance Reform and the German Party Paradox (March 2003). Max Planck Institute for the Study of Societies Discussion Paper No. 2003-04. Available at SSRN: https://ssrn.com/abstract=421902 or http://dx.doi.org/10.2139/ssrn.421902

Martin Höpner (Contact Author)

Max Planck Society for the Advancement of the Sciences - Max Planck Institute for the Study of Societies ( email )

Paulstr. 3
50676 Koln
Germany

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