IDEAS home Printed from https://ideas.repec.org/a/bla/jacrfn/v17y2005i4p44-63.html
   My bibliography  Save this article

Taking Shareholder Protection Seriously? Corporate Governance in the U.S. and Germany

Author

Listed:
  • Theodor Baums
  • Kenneth E. Scott

Abstract

This article provides a comparative study of four major dimensions of corporate governance in the U.S. and Germany: (1) the laws affecting corporate governance, particularly those designed to protect minority shareholders; (2) the prescribed role and actual conduct of corporate boards; (3) the market for corporate control (including hostile takeovers); and (4) incentive compensation. The authors pose the question: If the primary purpose of the corporate governance system is to serve the interests of minority shareholders, how do the U.S. and German governance systems rank on each of these four dimensions ? Their conclusion is that although the U.S. system is more shareholder friendly in many respects than the German, both systems have major shortcomings, particularly in the market for corporate control. The authors conclude with a list of proposed changes to both systems that would amount to “taking shareholders seriously.”

Suggested Citation

  • Theodor Baums & Kenneth E. Scott, 2005. "Taking Shareholder Protection Seriously? Corporate Governance in the U.S. and Germany," Journal of Applied Corporate Finance, Morgan Stanley, vol. 17(4), pages 44-63, September.
    • Handle: RePEc:bla:jacrfn:v:17:y:2005:i:4:p:44-63
    DOI: 10.1111/j.1745-6622.2005.00060.x
    as

    Download full text from publisher

    File URL: https://doi.org/10.1111/j.1745-6622.2005.00060.x
    Download Restriction: no
    File URL: https://libkey.io/10.1111/j.1745-6622.2005.00060.x?utm_source=ideas
    LibKey link: if access is restricted and if your library uses this service, LibKey will redirect you to where you can use your library subscription to access this item
    ---><---

    Citations

    Citations are extracted by the CitEc Project, subscribe to its RSS feed for this item.
    as


    Cited by:

    1. Barbara Schondube-Pirchegger & Jens Robert Schondube, 2010. "On the Appropriateness of Performance-Based Compensation for Supervisory Board Members - An Agency Theoretic Approach," European Accounting Review, Taylor & Francis Journals, vol. 19(4), pages 817-835.
    2. Schottmüller-Einwag, Ute, 2017. "Theoretische Erklärungsansätze für die Entsprechenserklärungen zu Abfindungen für Vorstandsmitglieder [Theoretical explanation approaches for the declarations of conformity regarding severance paym," Discussion Papers of the Institute for Organisational Economics 7/2017, University of Münster, Institute for Organisational Economics.
    3. Christian Engelen, 2015. "The effects of managerial discretion on moral hazard related behaviour: German evidence on agency costs," Journal of Management & Governance, Springer;Accademia Italiana di Economia Aziendale (AIDEA), vol. 19(4), pages 927-960, November.
    4. Esther Pittroff, 2016. "Whistle-blowing regulation in different corporate governance systems: an analysis of the regulation approaches from the view of path dependence theory," Journal of Management & Governance, Springer;Accademia Italiana di Economia Aziendale (AIDEA), vol. 20(4), pages 703-727, December.
    5. Hang Le & Chris Brewster & Mehmet Demirbag & Geoffrey Wood, 2013. "Management Compensation Systems in MNCs and Domestic Firms," Management International Review, Springer, vol. 53(5), pages 741-762, October.
    6. Marc Berninger & Markus Klug & Dirk Schiereck, 2018. "Börsenrückzüge infolge steigender Corporate-Governance-Anforderungen – Empirische Evidenz von 13 europäischen Kapitalmärkten [Delistings due to Increased Corporate Governance Requirements – Empiric," Schmalenbach Journal of Business Research, Springer, vol. 70(4), pages 351-391, December.
    7. Vikas Mehrotra & Randall Morck, 2017. "Governance and Stakeholders," NBER Working Papers 23460, National Bureau of Economic Research, Inc.
    8. Stefano Cascino & Joachim Gassen, 2012. "Comparability Effects of Mandatory IFRS Adoption," SFB 649 Discussion Papers SFB649DP2012-009, Sonderforschungsbereich 649, Humboldt University, Berlin, Germany.

    More about this item

    Statistics

    Access and download statistics

    Corrections

    All material on this site has been provided by the respective publishers and authors. You can help correct errors and omissions. When requesting a correction, please mention this item's handle: RePEc:bla:jacrfn:v:17:y:2005:i:4:p:44-63. See general information about how to correct material in RePEc.

    If you have authored this item and are not yet registered with RePEc, we encourage you to do it here. This allows to link your profile to this item. It also allows you to accept potential citations to this item that we are uncertain about.

    We have no bibliographic references for this item. You can help adding them by using this form .

    If you know of missing items citing this one, you can help us creating those links by adding the relevant references in the same way as above, for each refering item. If you are a registered author of this item, you may also want to check the "citations" tab in your RePEc Author Service profile, as there may be some citations waiting for confirmation.

    For technical questions regarding this item, or to correct its authors, title, abstract, bibliographic or download information, contact: Wiley Content Delivery (email available below). General contact details of provider: http://www.blackwellpublishing.com/journal.asp?ref=1078-1196 .

    Please note that corrections may take a couple of weeks to filter through the various RePEc services.

    IDEAS is a RePEc service. RePEc uses bibliographic data supplied by the respective publishers.