This article discusses the internationalisation of corporate governance principles and codes of conduct. The essential controversy surrounds the extent to which corporate governance principles should encompass the needs of external constituencies such as stakeholders in addition to the needs of the traditional shareholder constituency. European Union harmonisation initiatives, the globalisation and indeed internationalisation of commerce and information technology advances are building an international consensus that the reconciliation of shareholder and stakeholder concerns are not necessarily mutually exclusive. However, fundamental divergences between the major legal systems of the world, the political power of interest groups, the development of capital markets and the acceptance of the stakeholder model are the factors that are inhibiting convergence. Undoubtedly, corporate governance codes of conduct that are successful in attracting long-term capital and shareholder investment and which promote corporate efficiency will, in the long term, become established as the dominant international rules.
Business Law Review