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7 - Foreign Models of Corporate Governance

Published online by Cambridge University Press:  30 April 2018

David Yosifon
Affiliation:
Santa Clara University School of Law
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Summary

The absence of salient alternatives to shareholder primacy leads to complacency or despair in American political discourse as it relates to corporate governance. One way to break the spell of institutional fetishism in our thinking about corporate governance law is to showcase alternatives to our system that are actually operating in other parts of the world. Corporate governance norms in at least some other wealthy democracies are decidedly less shareholder centric than we see in the American design. Differences in history, culture, and politics among nations preclude us from thinking of these foreign systems as options that can simply be dropped into the United States. But appreciating that alternatives to the shareholder primacy norm actually do function in other societies can lend us some confidence that a change to the American model would not necessarily be absurd or disastrous. This chapter examines unique features of European and Asian corporate law (with special attention to Germany and Japan) in search of ideas that might inform a socially responsible reform of corporate governance standards in the United States.
Type
Chapter
Information
Corporate Friction
How Corporate Law Impedes American Progress and What to Do about It
, pp. 146 - 171
Publisher: Cambridge University Press
Print publication year: 2018

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