Recent scandals involving large firms, in the US and elsewhere, have intensified discussion regarding the role and conduct of the corporation. The contributors to this book argue that much of this debate has taken too narrow a view of the issue of corporate governance, and question some of the key assumptions of economic models.
Drawing on insights from a variety of fields, including management studies, organization studies, economics and finance, political science, sociology, psychology, and legal studies, the contributors argue that these models fail to take account of the varied and complex behaviour of actors within the corporation. Instead the cognitive and motivational foundations of governance problems and possible solutions are re-worked to produce a broader conception of governance, and a new range of forms that this can take. The book argues that no one of these forms is the 'solution' to the corporate governance problem.
The book contains chapters from leading international management scholars, including: Masahiko Aoki, Margaret Blair, John Child, Alvaro Cuervo-Cazurra, Bruno Frey, Anna Grandori, Joseph Lampel, Ryon Lancaster, William Lazonick, Siegwart Lindenberg, Patrick Moreton, Margit Osterloh, Michael Piore, Andrea Prencipe, Suzana Rodrigues, Mark Roe, Giuseppe Soda, Steen Thomsen, Brian Uzzi, Paul Windolf, and Todd Zenger.
Corporate Governance and Firm Organization provides an important contribution to the corporate governance debate, and will be essential reading for academics and graduate students of corporate governance, business and management, economics, finance, sociology, and law; Consultants, professionals, and policy-makers working in the area of corporate governance.
Anna Grandori: Introduction: Reframing Corporate Governance: Behavioural Assumptions, Governance Mechanisms, and Societal Effects
Part I: Contingent Structures and Multiple Rightholders: Co-Designing Governance and Organization
1: Masahiko Aoki: A Comparative Institutional Analytic Approach to Corporate Governance
2: Margaret Blair: The Forgotten Attraction of the Corporate Form: Entity Status and the Separation of Asset Ownership from Control
3: Anna Grandori and Giuseppe Soda: Governing with Multiple Principals: An Empirically Based Analysis of Capital Providers' Preferences and Superior Governance Structures
4: John Child and Suzana Rodrigues: Corporate Governance in International Joint Ventures: Toward a Theory of Partner Preferences
5: Patrick Moreton and Todd Zenger: Information Intermediaries' Incentives and Corporate Strategy Choice in the US
Part II: Beyond 'Control and Alignment': Non-Economic Objectives and Relational Governance
7: Michael Piore: Economy, Society, and Worker Representation in Corporate Governance
8: Paul Windolf: Corruption, Fraud, and Corporate Governance: A Report on Enron
9: Margit Osterloh and Bruno Frey: Corporate Governance for Crooks? The Case for Corporate Virtue
10: Siegwart Lindenberg: Myopic Opportunism and Joint Production: A Relational Approach to Corporate Governance
11: Joseph Lampel: The Benefit of Doubt: Shadow Norms and Governance in Trust-Based Organizations
12: William Lazonick and Andrea Prencipe: The Governance of Innovation: The Case of Rolls-Royce Plc
Part III: Explaining the Difference and Change in Corporate Governance Systems: Beyond the Convergence/Divergence Dilemma
13: Mark Roe: Explaining Western Securities Markets
14: Steen Thomsen: Convergence of Corporate Governance During the Stock Market Bubble: Towards Anglo-American or European Standards?
15: Alvaro Cuervo-Cazurra: The Worldwide Diffusion of Codes of Good Governance
16: Ryon Lancaster: From Colleague to Employee: Determinants of Changing Career Governance Structures in Elite US Law Firms