Legitimacy and Corporate Governance

10 Pages Posted: 28 Mar 2007  

Cary Coglianese

University of Pennsylvania Law School

Abstract

Parallels between corporate governance and state governance appear to be growing. This essay focuses on the suggestion that corporate governance is becoming structured much more like public government in certain ways. This shift may well be helpful for enhancing credibility and confidence in capital markets, but it also raises important questions. Will reforms enacted in the post-Enron era limit managers' discretion to innovate, take risks, and respond quickly to changing economic circumstances? How far should society go in imposing on corporations the kinds of procedures found commonly in democratic governments?

Keywords: delaware, journal, corporate, law, governance, state governance, discretion

Suggested Citation

Coglianese, Cary, Legitimacy and Corporate Governance. Delaware Journal of Corporate Law, Vol. 32, No. 1, pp. 159-167, 2007; U of Penn, Inst for Law & Econ Research Paper No. 07-06; U of Penn Law School, Public Law Research Paper No. 07-13. Available at SSRN: https://ssrn.com/abstract=975410

Cary Coglianese (Contact Author)

University of Pennsylvania Law School ( email )

3501 Sansom Street
Philadelphia, PA 19104
United States
215-898-6867 (Phone)

HOME PAGE: http://www.law.upenn.edu/coglianese

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