Can National Corporate Governance Codes Sufficiently Converge to Protect Diverse Interests within the European Union?

Abstract

This paper analyses the role of the convergence of national corporate governance codes affecting listed public limited companies within the EU member states. It assesses this process against the need for protection of stakeholders and public interests. The first chapter looks to company structure and the inherent opportunities which it provides. The second chapter deals with the political, historical, economic, and social background to current corporate governance codes and concerns. Chapter three identifies the relevant stakeholder and public interests in the context of the EU single market. Chapter four sets out the problems with de facto corporate governance code convergence and enforcement whilst linking these issues to the problem of Company Law divergence between EU member states, and then examines the role of contiguous convergence in overcoming these problems. Chapter five examines the role of the EU institutions in promoting convergence and assesses achievements that have been made and prospects for the future. The paper is then concluded with chapter six briefly drawing the conclusions together.

Keywords: Corporate, governance, codes, convergence, EU, European, Union, stakeholders, single, market, company, shareholders, divergence

JEL Classification: G34, K00, K22, K33, O00, O16, O19, P12, P17