Why adopt codes of good governance? A comparison of institutional and efficiency perspectives

被引:178
作者
Zattoni, Alessandro [1 ,2 ]
Cuomo, Francesca
机构
[1] Parthenope Univ, Dept Management, Naples, Italy
[2] SDA Bocconi Sch Management, Strateg & Entrepreneurial Management Dept, I-20136 Milan, Italy
关键词
corporate governance codes; institutional theory; common law system; civil law system;
D O I
10.1111/j.1467-8683.2008.00661.x
中图分类号
F [经济];
学科分类号
02 ;
摘要
Manuscript Type: Empirical Research Question/Issue: Given the global diffusion and the relevance of codes of good governance, the aim of this article is to investigate if the main reason behind their proliferation in civil law countries is: (i) the determination to improve the efficiency of the national governance system; or (ii) the will to "legitimize" domestic companies in the global financial market without radically improving the governance practices. Research Findings/Insights: We collected corporate governance codes developed worldwide at the end of 2005, and classified them according to the country's legal system (common or civil law). Then, we made a comparative analysis of the scope, coverage, and strictness of recommendations of the codes. We tested differences between common law and civil law countries using t-tests and probit models. Our findings suggest that the issuance of codes in civil law countries be prompted more by legitimation reasons than by the determination to improve the governance practices of national companies. Theoretical/Academic Implications: The study contributes to enriching our knowledge on the process of reinvention characterizing the diffusion of new practices. Our results are consistent with a symbolic perspective on corporate governance, and support the view that diffusing practices are usually modified or "reinvented" by adopters. Practitioner/Policy Implications: Our results support the idea that the characteristics of the national corporate governance system and law explain the main differences among the coverage of codes. This conclusion indicates the existence of a strong interplay between hard and soft law.
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页码:1 / 15
页数:15
相关论文
共 87 条
[1]   Codes of good governance worldwide: What is the trigger? [J].
Aguilera, RV ;
Cuervo-Cazurra, A .
ORGANIZATION STUDIES, 2004, 25 (03) :415-443
[2]   The cross-national diversity of corporate governance: Dimensions and determinants [J].
Aguilera, RV ;
Jackson, G .
ACADEMY OF MANAGEMENT REVIEW, 2003, 28 (03) :447-465
[3]  
ALCHIAN AA, 1972, AM ECON REV, V62, P777
[4]  
[Anonymous], 2001, CORPORATE BOARDS NEW
[5]  
[Anonymous], 2004, MCKINSEY Q
[6]  
[Anonymous], CORPORATE GOVERNANCE
[7]  
[Anonymous], 2002, CORPORATE GOVERNANCE
[8]  
[Anonymous], CORPORATE GOVERNANCE
[9]  
[Anonymous], SURV CORP GOV DEV OE
[10]  
[Anonymous], 1997, J GEN MANAGEMENT