Globalizing Corporate Governance: Convergence of Form or Function

Gilson, Ronald J.

Globalization has led to a remarkable resurgence in the study of comparative corporate governance. This area of scholarship had been largely the domain of taxonomists, intent on cataloguing the central characteristics of national corporate governance systems, and then classifying different systems based on the specified attributes. The result was an interesting, if perhaps somewhat dry, enterprise. We learned that national corporate governance systems differed dramatically along a number of seemingly important dimensions. Some corporate governance systems, notably those of the United States and other Anglo Saxon countries, are built on the foundation of a stock market-centered capital market. Other systems, like those of Germany and Japan, rest on a bank-centered capital market. Some systems are characterized by large groupings of related corporations, like the Japanese keiretsu, Korean chaebol, or European holding company structures. Still others are notable for concentrated family control of large businesses, including Canada, Italy and, notably, Germany.1 Management styles also differ across national systems. In the United States and France, managerial power is concentrated, by practice in the U.S. and with statutory support in France, in an imperial-style American chief executive officer or French presidente directeur generale.


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American Journal of Comparative Law

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American Society of Comparative Law
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June 1, 2016