Corporate Governance: Shareholder Democracy and the Monitoring Board
This chapter describes the shareholder democracy as a mode of corporate governance. It begins by exploring the areas of company decision-making that are usually assigned to the shareholders, and considering whether corporate efficiency could be increased by expanding the range of issues over which the members have the final say. It then looks at the current level of involvement of institutional investors in the affairs of their portfolio companies, and whether, as is hoped for in some quarters, the institutions are likely to assume a more sustained governance responsibility as the ownership of companies becomes increasingly concentrated in their hands. Moreover, it takes up the argument that the separation of ownership and control is a non-issue, and that the fact that shareholders might fail to play an active supervisory role through internal governance mechanisms is unimportant. Finally, it considers ways in which governance might be improved, principally by board reform.
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