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Corporate Governance in Germany: An Economic Perspective

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  • Schmidt, Reinhard H.

Abstract

A financial system can only perform its function of channelling funds from savers to investors if it offers sufficient assurance to the providers of the funds that they will reap the rewards which have been promised to them. To the extent that this assurance is not provided by contracts alone, potential financiers will want to monitor and influence managerial decisions. This is why corporate governance is an essential part of any financial system. It is almost obvious that providers of equity have a genuine interest in the functioning of corporate governance. However, corporate governance encompasses more than investor protection. Similar considerations also apply to other stakeholders who invest their resources in a firm and whose expectations of later receiving an appropriate return on their investment also depend on decisions at the level of the individual firm which would be extremely difficult to anticipate and prescribe in a set of complete contingent contracts. Lenders, especially long-term lenders, are one such group of stakeholders who may also want to play a role in corporate governance; employees, especially those with high skill levels and firm-specific knowledge, are another. The German corporate governance system is different from that of the Anglo-Saxon countries because it foresees the possibility, and even the necessity, to integrate lenders and employees in the governance of large corporations. The German corporate governance system is generally regarded as the standard example of an insider-controlled and stakeholder-oriented system. Moreover, only a few years ago it was a consistent system in the sense of being composed of complementary elements which fit together well. The first objective of this paper is to show why and in which respect these characterisations were once appropriate. However, the past decade has seen a wave of developments in the German corporate governance system, which make it worthwhile and indeed necessary to investigate whether German corporate governance has recently changed in a fundamental way. More specifically one can ask which elements and features of German corporate governance have in fact changed, why they have changed and whether those changes which did occur constitute a structural change which would have converted the old insider-controlled system into an outsider-controlled and shareholder-oriented system and/or would have deprived it of its former consistency. It is the second purpose of this paper to answer these questions.

Suggested Citation

  • Schmidt, Reinhard H., 2003. "Corporate Governance in Germany: An Economic Perspective," CFS Working Paper Series 2003/36, Center for Financial Studies (CFS).
  • Handle: RePEc:zbw:cfswop:200336
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    References listed on IDEAS

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    1. Alexander Dyck & Luigi Zingales, 2004. "Private Benefits of Control: An International Comparison," Journal of Finance, American Finance Association, vol. 59(2), pages 537-600, April.
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    3. Dherment-Ferere, Isabelle & Köke, Jens & Renneboog, Luc, 2001. "Corporate monitoring by blockholders in Europe: empirical evidence of managerial disciplining in Belgium, France, Germany, and the UK," ZEW Discussion Papers 01-24, ZEW - Zentrum für Europäische Wirtschaftsforschung / Center for European Economic Research.
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    Cited by:

    1. Chilosi, Alberto & Damiani, Mirella, 2007. "Stakeholders vs. shareholders in corporate governance," MPRA Paper 2334, University Library of Munich, Germany.
    2. Jens Grigoleit, 2011. "Kapitalmarktreaktionen auf die Ankündigung des Wechsels von Vorstandsvorsitzenden in den Aufsichtsrat bei deutschen Unternehmen," Metrika: International Journal for Theoretical and Applied Statistics, Springer, vol. 21(2), pages 131-157, January.
    3. Goergen, Marc & Manjon, Miguel C. & Renneboog, Luc, 2008. "Recent developments in German corporate governance," International Review of Law and Economics, Elsevier, vol. 28(3), pages 175-193, September.
    4. Andreas Hackethal & Reinhard H Schmidt, 2005. "Vers une mutation structurelle du système bancaire allemand ?," Revue d'Économie Financière, Programme National Persée, vol. 78(1), pages 125-169.
    5. Rahman, Asheq & Yammeesri, Jira & Perera, Hector, 2010. "Financial reporting quality in international settings: A comparative study of the USA, Japan, Thailand, France and Germany," The International Journal of Accounting, Elsevier, vol. 45(1), pages 1-34, March.
    6. Panagiotis Staikouras & Christos Staikouras & Maria-Eleni Agoraki, 2007. "The effect of board size and composition on European bank performance," European Journal of Law and Economics, Springer, vol. 23(1), pages 1-27, February.
    7. Kichelmann, Christoph, 2004. "Bedeutung des Patentschutzes für die Basler Industrie – gestern und heute," Working papers 2004/03, Faculty of Business and Economics - University of Basel.
    8. Thibault Darcillon, 2011. "Political Partisanship and Financial Reforms in Advanced Countries," Documents de travail du Centre d'Economie de la Sorbonne 11063, Université Panthéon-Sorbonne (Paris 1), Centre d'Economie de la Sorbonne.
    9. Marc Goergen & Miguel Manjon & Luc Renneboog, 2008. "Is the German system of corporate governance converging towards the Anglo-American model?," Journal of Management & Governance, Springer;Accademia Italiana di Economia Aziendale (AIDEA), vol. 12(1), pages 37-71, March.
    10. Mirella Daminai & Fabrizio Pompei, 2008. "Mergers, acquisitions and technological regimes: the European experience over the period 2002-2005," Quaderni del Dipartimento di Economia, Finanza e Statistica 46/2008, Università di Perugia, Dipartimento Economia.
    11. Waśniewski, Krzysztof, 2010. "Emergence of alternative capital markets in developing countries as a process of institutional change," MPRA Paper 26681, University Library of Munich, Germany.
    12. Ojo, Marianne, 2010. "Risk monitoring tools in bank regulation and supervision – developments since the collapse of Barings Plc," MPRA Paper 22125, University Library of Munich, Germany.
    13. Zimmermann, Jochen & Volmer, Philipp & Werner, Jörg, 2006. "New governance modes for Germany's financial reporting system," TranState Working Papers 34, University of Bremen, Collaborative Research Center 597: Transformations of the State.

    More about this item

    Keywords

    Corporate governance; financial systems; complementarity; stakeholders; Germany;

    JEL classification:

    • D21 - Microeconomics - - Production and Organizations - - - Firm Behavior: Theory
    • D23 - Microeconomics - - Production and Organizations - - - Organizational Behavior; Transaction Costs; Property Rights
    • G30 - Financial Economics - - Corporate Finance and Governance - - - General
    • L21 - Industrial Organization - - Firm Objectives, Organization, and Behavior - - - Business Objectives of the Firm
    • P51 - Economic Systems - - Comparative Economic Systems - - - Comparative Analysis of Economic Systems

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