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Board Models in Europe – Recent Developments of Internal Corporate Governance Structures in Germany, the United Kingdom, France, and Italy

Author

Listed:
  • Hopt Klaus J.

    (Prof. Dr. Dr. Dr. h.c. mult. Klaus J. Hopt, Director of the Max Planck Institute for Foreign Private and Private International Law, Hamburg, Germany.)

  • Leyens Patrick C.

    (Patrick C. Leyens, LL.M. (London), Research Assistant at the Max Planck Institute for Foreign Private and Private International Law, Hamburg, Germany.)

Abstract

The struggle for efficient internal management control is the centre of the corporate governance debate in Europe since the incorporation of the Dutch Verenigde Oostindische Compagnie in 1602. Recent developments in Europe indicate growing convergence of internal control mechanisms independent of board structure. The revisions of the Combined Code in the United Kingdom and of the Principles of Corporate Governance in France (from 2003) increase the presence of independent directors on one-tier boards in Europe while the German two-tier structure is incorporating a key advantage of the one-tier model by strengthening the strategic role of the supervisory board (Aufsichtsrat) in the new German Corporate Governance Code of 2002. A trend to greater structural flexibility on the board level is strongly triggered by the introduction of a threefold board model choice under the French Loi Nouvelles Régulations Économiques of 2001 and under the Italian Vietti-Reform which has been in force since January 2004.

Suggested Citation

  • Hopt Klaus J. & Leyens Patrick C., 2004. "Board Models in Europe – Recent Developments of Internal Corporate Governance Structures in Germany, the United Kingdom, France, and Italy," European Company and Financial Law Review, De Gruyter, vol. 1(2), pages 135-168, August.
    • Handle: RePEc:bpj:eucflr:v:1:y:2004:i:2:p:135-168:n:1
    DOI: 10.1515/ecfr.2004.1.2.135
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    Citations

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    Cited by:

    1. Kim, Kenneth A. & Kitsabunnarat-Chatjuthamard, P. & Nofsinger, John R., 2007. "Large shareholders, board independence, and minority shareholder rights: Evidence from Europe," Journal of Corporate Finance, Elsevier, vol. 13(5), pages 859-880, December.
    2. Ichiro Iwasaki, 2013. "Firm-Level Determinants of Board System Choice: Evidence from Russia," Comparative Economic Studies, Palgrave Macmillan;Association for Comparative Economic Studies, vol. 55(4), pages 636-671, December.
    3. David Hillier & Julio Pindado & Valdoceu de Queiroz & Chabela de la Torre, 2011. "The impact of country-level corporate governance on research and development," Journal of International Business Studies, Palgrave Macmillan;Academy of International Business, vol. 42(1), pages 76-98, January.
    4. International Monetary Fund, 2008. "Germany: Selected Issues," IMF Staff Country Reports 2008/081, International Monetary Fund.
    5. Robert Boyer, 2005. "What future for codetermination and corporate governance in Germany?," PSE Working Papers halshs-00590710, HAL.
    6. Robert Boyer, 2005. "What future for codetermination and corporate governance in Germany?," Working Papers halshs-00590710, HAL.
    7. Schmidt Jessica, 2010. "The European Company (SE): Practical Failure or Model for Other Supranational Company Types?," Asian Journal of Law and Economics, De Gruyter, vol. 1(2), pages 1-24, December.
    8. Iwasaki, Ichiro, 2011. "Executive Board: The Russian Experience," RRC Working Paper Series 32, Russian Research Center, Institute of Economic Research, Hitotsubashi University.

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