IDEAS home Printed from
MyIDEAS: Log in (now much improved!) to save this article

La structure juridique des entreprises (corporate governance)

Listed author(s):
  • Alain Couret
Registered author(s):

    Corporate governance as a normative concept appears to be directly linked to economic globalisation to the extent that it equally fits all internationally operating enterprises, that it is recommended by international institutions, and that it corresponds to the interests and responsibilities of international investors, in particular institutional investors interested in the primacy of « shareholder value ». The report analyses the meaning and the importance of the concept of corporate governance by examining, in a first part, the international spread of the principles of corporate governance, and, in a second part, the limits of the influence which the concept may exercise on the rules and practice of national corporate law. As regards, first, the international acceptance of the principles of corporate governance, a distinction is made between, on the one hand, the voluntary introduction of corporate governance, in particular by way of establishing professional standards and codes of conduct or by recommendation of public authorities or trade associations, and, on the other, by – mostly national rather than European – legislative action. In general, the latter only transforms existing or desirable « best practice » into legal rules, but, in some regard also takes legislative leadership, e.g. as regards the division of control within a corpora~tion or as regards transparency of remuneration of board members. Finally, principles of corporate governance may be imposed or enforced by regulatory action, in particular by the agency in charge of regulating the stock market or by the courts, when they rule on matters of corporate organisation or responsibility. Second, as regards the factors limiting general acceptance of the principles of corporate governance, they may be of an economic nature such as the high concentration of stock ownership on the Continent, or they may be of a political nature such as principled resistance to capitalist liberalism. In legal terms, however, the principal limitations are due to divergent national concepts of the role and function of enterprises in that they may combine in different ways shareholder interests with those of labor, e.g. by a variety of forms of codetermination, or with the protection of the environment or with other societal interests. In addition, principles of corporate governance are less easily accepted by corporations whose stocks are not listed at the stock exchange. In sum, therefore, corporate governance is a hallmark of globalisation with a considerable effect of harmonization and of enhancing the efficiency of corporate structures, but there is still and there will remain quite some diversity of rules and of conduct under the various national systems.

    If you experience problems downloading a file, check if you have the proper application to view it first. In case of further problems read the IDEAS help page. Note that these files are not on the IDEAS site. Please be patient as the files may be large.

    File URL:
    Download Restriction: free

    File URL:
    Download Restriction: free

    Article provided by De Boeck Université in its journal Revue internationale de droit économique.

    Volume (Year): t. XVI (2002)
    Issue (Month): 2 ()
    Pages: 339-367

    in new window

    Handle: RePEc:cai:riddbu:ride_162_0339
    Contact details of provider: Web page:

    No references listed on IDEAS
    You can help add them by filling out this form.

    This item is not listed on Wikipedia, on a reading list or among the top items on IDEAS.

    When requesting a correction, please mention this item's handle: RePEc:cai:riddbu:ride_162_0339. See general information about how to correct material in RePEc.

    For technical questions regarding this item, or to correct its authors, title, abstract, bibliographic or download information, contact: (Jean-Baptiste de Vathaire)

    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.

    If references are entirely missing, you can add them using this form.

    If the full references list an item that is present in RePEc, but the system did not link to it, you can help with 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 profile, as there may be some citations waiting for confirmation.

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

    This information is provided to you by IDEAS at the Research Division of the Federal Reserve Bank of St. Louis using RePEc data.