Uses and Limits of Conventional Corporate Governance Instruments : Analysis and Guidance for Reform - Part One

Wong, Simon C.Y.

World Bank, Washington, DC

关键词: ACCESS TO INFORMATION;    ACCOUNTABILITY;    ACCOUNTING;    ACCOUNTING RULES;    ACCOUNTING STANDARDS;   

RP-ID  :  52167

学科分类：社会科学、人文和艺术（综合）

来源: World Bank Open Knowledge Repository

【 摘 要 】

This private sector opinion seeks todemonstrate that while conventional governance mechanismscan be highly effective in many situations, they are notappropriate remedies in all contexts. In some cases, theprescribed medicine actually exacerbated the governanceailment that it was designed to cure. To illustrate, therapid growth of executive compensation persisted and in somemarkets, accelerated after the introduction of individualexecutive pay disclosure. In the financial sector, the shifttoward a board dominated by independent directors perceivedby many to be key for effective monitoring of managementultimately proved to be its Achilles' heel as weakindustry knowledge meant that non-executive directors wereunable to pick up on warning signs of imprudent risk takingby management. This section will examine how the core set ofcorporate governance instruments comprising transparency,independent monitoring, economic incentives, shareholderrights, and financial liability has been applied todifferent issues and contexts. It will discuss the extent towhich these mechanisms have been effective and analyze thelimits of their application by surveying cases where theyhave failed to work as intended. In addition, it will setforth proposals to improve the use of specific tools andsuggest how certain governance issues should be addressed.