Stakeholder Theory and Corporate Governance: The Role of Intangible Assets

Abstract

Since the beginning of the 21st century, a few serious financial scandals and many cases of corporate mismanagement have driven scholars and politicians to devote increasing attention to corporate governance, in a close relation with business ethics issues. In academic literature, as well as in public policy debates, corporate governance is nowadays acknowledged as a critical factor in economic development and financial markets stability. The evolution in the nature of the firm is among the major causes for the crisis of established corporate governance models. The traditional manufacturing companies - vertically integrated and capital intensive - which emerged at the beginning of the last century and had since then prevailed - have been challenged by new organizational structures, based on intangible assets and networks, more appropriate to a dynamically changing environment, where competition is driven by the availability of distinctive competencies, based on firm-specific knowledge.

This paper, building on the resource based view of the firm, but also on stakeholder approach to strategic management, explores how the growing importance of intangible assets is reshaping, in many industries, the basic conditions of corporate governance. The aim is twofold: i) to explain logically why intangible assets modifies the allocation of residual claims, as company performance can substantially affect the wealth of other stakeholders ii) to determine which constituencies should be considered as relevant stakeholders and contribute, to some extent, to the corporate governance.

Keywords: Corporate governance, intangible assets, stakeholders

JEL Classification: G30, G32