A COMPARATIVE ANALYSIS OF CORPORATE GOVERNANCE PRACTICES ACROSS DIFFERENT JURISDICTIONS

This article is written by Rutvij Vyas of 2^nd Year of Faculty of Law, GLS University, an Intern under Legal Vidhiya

Abstract

This Article delves into the comparative analysis of an emerging concept of corporate governance practices across various jurisdictions. This article begins with a dynamic introduction to corporate governance as “Corporate governance is a set of mechanisms, processes & procedures made to govern the corporate institutions”, highlighting its meaning, principles and key concepts of corporate governance. This article further provides for several significances of a study of corporate governance practices across different jurisdictions, highlighting the theoretical and practical applications of this article. Corporate governance practices worldwide include diverse legal instruments such as legislation, executive rules and regulations and judicial precedents. This article provides a comparative analysis of different jurisdictions worldwide. The article provides the history, origin and evolution of the concept of corporate governance in the USA, India and other states. The article subsequently provides a comparative analysis of the corporate governance practices across different jurisdictions including the practices in India (along with the legislative document and the judicial interpretation), The USA, The United Kingdom, the European Union, the People’s Republic of China, Australia, Japan, South Korea, Russia, Brazil, South Africa, Indonesia and Bangladesh. This article concludes with the perspective of developing a common corporate governance treaty, that governs multinational companies. This article subsequently highlights the international issues/ problems faced in corporate governance practices and provides solutions. Overall, this article provides an immersive view of corporate governance practices across different jurisdictions.

Keywords

Corporate Governance, Comparative Analysis, The Companies Act of 2013, Corporate Transparency and Accountability, International Cooperation

What is Corporate Governance and its Principle?

Corporate governance is a set of mechanisms, processes & procedures made to govern the corporate institutions. Shailer, Greg defines the term ‘corporate governance’ in their book ‘Encyclopaedia of Business and Professional Ethics’ as a description of processes, structures and mechanisms that influence the control and direction of the company^[1]. Simply it means all forms of system including rules and regulations by which a corporate entity is directed and controlled. Corporate governance plays a vital role in balancing the interests of all company parties, including many stakeholders, such as management, shareholders, government, customers, financiers, suppliers, distributors and society. It also helps in mitigating and resolving the conflict of interests among parties^[2]. Corporate governance establishes and ensures the well-defined structure of a company, through which the objectives of the company are set and in furtherance monitored for the welfare of the company and society. It also aims to secure the long-term success of the company. Corporate governance practices play a significant role in guiding & regulating every major industry^[3]. It ensures safety protocols, secure business operations and sustainable business techniques^[4]. The corporate government holds a key position in ensuring that the company is transparent,  accountable and responsible. Some significant aspects of corporate governance in are:-

The concept of Corporate governance revolves around certain key principles which are:-

1. Recognising and ensuring the rights of Shareholders:- the corporate governance practices recognise the rights of shareholders and ensure the continuance of rights by compliance mechanism.
2. Maintaining transparency in the corporate world:- corporate governance practices promote and ensure effective transparency in the company.
3. Holding directors and executives accountable for fraudulent & mischievous actions:- corporate governance ensures the lifting up of the corporate veil to hold accountable and punish the directors/ office holders in case of fraudulent activities.
4. Promoting ethical behaviour within the company:- The corporate governance practices ensure ethical behaviour within the company.
5. Establishing a process of identifying, assessing and managing the risks faced by the company:- corporate governance plays a key role in the risk management framework, corporate governance includes establishing a framework to assess, recognise, analyse, control and mitigate the risks involved in the business.
6. Ensuring compliance with the relevant legislation applicable to the company:- It becomes important for corporate governance, to check for whether the companies are complying with the relevant legislation. Corporate governance also includes the compliance mechanism and in furtherance, it punishes those companies who fail to comply.

Corporate governance is often supported by the 4 P’s i.e. “People”, “Purpose”, “Processes” & “Practices”. The Ministry of Corporate Affairs, in the year 2003 established the National Foundation for Corporate Governance (NFCG) as a not-for-profit trust. The NFCG provides for a framework to deliberate on issues related to good governance in Companies. The corporate governance practices vary across all jurisdictions, for example, the People’s Republic of China has different practices vis-a-vis that of India or the USA. For instance, the Indian court’s perspective of corporate governance in the case of “G Vasudevan V. Union of India^[5]” may defer from the observations of the Delaware Supreme Court’s verdict in the leading matter of Smith v. Van Gorkom (1985)^[6] and this research article explores the same differences in approach by different States in corporate governance mechanisms. Corporate governance practices worldwide include diverse legal instruments such as legislation, executive rules and regulations and judicial precedents. In the 21st Century, the Global economy which is based on the ideals of globalization and facilitation of wealth, the banking sector serves a pivotal role in global financial transactions^[7]. This article provides a comparative analysis of different jurisdictions worldwide. 

When we consider corporate governance practices, the board of directors and their actions play a crucial role. To ensure viable corporate governance practices, it is required to understand the Board’s role in different jurisdictions, the Independence of board members, the process of nomination of any members, the representation of minority investors and the disclosure of material information by the board. Overall corporate governance practices also include transparency on board practices and related operations.

Significance of Study of Comparative Analysis of Corporate Governance Practices Across Different Jurisdictions

1. Different jurisdictions have their variations of legal and regulatory frameworks ensuring corporate governance. Knowing these variations of different jurisdictions helps to understand the different approaches taken by different states concerning their jurisprudential values.
2. It enables academicians, policymakers, practitioners and researchers to know best practices about corporate governance worldwide, which provides valuable insights to those aspiring nations to create or amend their existing practices.
3. A sound understanding of corporate governance practices worldwide helps to gain an edge in the overall corporate law field.
4. For individual investors or institutional investors, it becomes necessary to know worldwide  corporate governance practices to assess and mitigate the risk in their investments.
5. It enhances the investors, shareholders and all stakeholder’s confidence, resulting in the overall integrity of the market.
6. By providing a comparative analysis, we can also find key issues and their solutions in worldwide corporate governance practices.
7. It facilitates the existing loopholes, and issues with present practices of corporate governance and provides the scope for improvement. Additionally, it supports the argument for international peace and harmony in corporate governance practices, thereby promoting globalization with enhanced consistency and global governance of corporates.

History of Corporate Governance

Corporate governance has rich historical roots that can be traced back to the ages of ancient civilizations and early commercial codes to regulate businesses in ancient Rome. The concept of modern corporate governance existed since the emergence of modern companies in Western Europe around the 17th century AD^[8], the contemporary concept of corporate governance emerged during the 1980s and 1990s due to high-profile collapses and corporate scandals such as WorldCom and Enron. The United States of America 2002 enacted the Sarbanes Oxley Act to enhance corporate accountability and established the efficient body of The Public Accounting Oversight Board (PCAOB) to oversee auditors. In 1999 the Organisation for Economic Co-operation and Development (OECD) issued the Principles of corporate governance^[9] that provided the structure for responsible and accountable corporations.

The Lehman Brothers crisis which resulted in the 2008 global financial crisis further emphasized the importance of Corporate governance^[10]. In India, the concept of corporate governance can be traced back to the first Companies Act of 1850^[11]. However the policies of economic liberalization, privatization and globalization (in 1991) led to significant changes in corporate governance practices. The establishment of the Kumar Mangalam Birla Committee in 1999^[12], the Confederation of Indian Industry (CII) in 2000 and subsequently the Securities and Exchange Board of India (SEBI) mandated the adoption of corporate governance practices. The New Companies Act of 2013 (which replaced the earlier companies act of 1956) included several provisions to establish the role of independent directors and stricter non-disclosure norms with improved responsibilities of audit committees. The 2 prominent stock exchanges i.e. National Stock Exchange and the Bombay Stock Exchange have recently issued their corporate governance codes that apply to listed companies.

Corporate Governance Laws in India

The Companies Act, 2013 is a nodal legislation related to corporate law in India. The Companies Act of 2013 provides several corporate governance provisions in India. The Companies Act provides for greater accountability of key managerial personnel of companies and in furtherance, the act provides for independent directors and their roles. The act also provides for independent auditors of the company and the establishment of internal audit committees for stricter regulations of company transactions. The act provides several procedures & protocols regarding the annual financial statements of the company.

The Companies Act mandates the management of the company to provide the relevant information related to companies to the registrar of companies. A key change that was introduced in the Companies Act was to replace the company law board with the National Company Law Tribunal and The National Company Law Appellate Tribunal. Section 132 of the Companies Act of 2013, establishes the National Financial Reporting Authorities (ed. 2018) NFRA recommends accounting and auditing policies to the company and the standards to be adopted by companies^[13]. Overall the concept of corporate governance of India emerged after the 1991 reforms and the corporate scams such as Satyam and Sahara scams. 

The corporate governance practices in India also function by several case laws of the Hon’ble Supreme Court of India, which includes the landmark and recent case of the Adani Hindenburg matter, whereby it is said that the verdict has strengthened the institutions and weakened the insinuations^[14]. The Madras High Court in the landmark case of “G Vasudevan V. Union of India^[15]” highlighted and observed that good corporate governance as a regulation of the company affairs is to protect the interests of investors. The cases of Saurashtra Cement Ltd & And V. Union of India^[16] and Vodafone International Holdings v. Union of India^[17] (2012) highlighted the corporate governance practices in India. In the recent matter of Patanjali, whereby the Supreme Court observed the inaction of the government and affirmed, “Still, you chose to keep your eyes shut. We are wondering why the Union of India did it?^[18]”. The recent rulings of the National Company Law Tribunal on several occasions and further the National Company Law Appellate Tribunal clarify the active role of the Judiciary in India in Corporate governance practices.

Corporate Governance Laws in the U.S.A

The United States of America’s corporate governance practice is a set of fiduciary (trust-based) and managerial responsibilities to the company’s management, shareholders, and board^[19]. The US corporate governance practice includes all legislations, executive rules and regulations, and judicial precedents that regulate and govern the management of corporate entities. The United States laws for corporate governance laws include several laws among which the most prominent is “the Securities Exchange Act of 1934”, this law aims to govern the securities market and ensures and to ensure the protection of the interests of shareholders, in furtherance, this act provides for a structural framework and establishment of the U.S. Securities and Exchange Commission (SEC).

Another key piece of legislation is “The Sarbanes-Oxley Act of 2002^[20]” This act was established as an effect of previous corporate scandals. The Sarbanes-Oxley Act establishes a mechanism for strict financial reporting by companies and the accountability of auditors.

Furthermore, several guidelines and provisions are included in the United States corporate governance practices such as The New York Stock Exchange Corporate Governance Standards (NYSECGS) and the business roundtable’s principles of corporate governance. These bylaws and executive principles provide for structural practices for the composition of the board, maintaining its independence, and responsibilities of the board.

The Delaware Supreme Court’s verdict in the leading matter of Smith v. Van Gorkom (1985)^[21] undermined the responsibility of the directors to take actions in the best interests of shareholders. In Caremark International, Inc. Derivative Litigation (1996)^[22], the court declared the duty of the board of directors for adequate oversight and risk management systems.

Corporate Governance Laws in the European Union

The European Union is a supranational political and economic association of 27 Nation-states. The Main objective of European Union corporate governance practice is to enable the incorporation of business and to perform operations anywhere in the European Union^[23]; to provide legal protection to all stakeholders & other concerned parties with specific interests in the company; to ensure the accountability of the management of the business and to make the business more efficient and sustainable with co-operation and competition among the companies. The European Union’s corporate governance practice includes several directives for issues such as the formation of a corporate entity, its capital, board of directors, disclosure requirements and the operations of mergers and acquisitions.  The Directive 2017/1132^[24] holds a key position in the digital regulation of companies and it provides for digital tools in the process of company functioning. Directive 2019/1151 & 2019/2121^[25] regulate the cross-border acquisitions and mergers. The Directive 2012/17 provides for a system of interconnection of business registers (BRIS). The Directive 2009/102 establishes a legal framework for one-person companies in Europe and its regulations. The Banks and systematic investment firms can be regulated through the capital requirements regulations/Directives i.e. directive 2013/36^[26].

Corporate Governance Laws in the United Kingdom

The United Kingdom of England, Wales, Scotland and North Ireland, was a former member of the European Union.  As per a report, The system of corporate governance in the United Kingdom is a highly effective model that has influenced several other jurisdictions in Europe and Asia.  The United Kingdom follows a common law system which effectively can be seen from the Codes of Practice & Market guidance and Turnbull guidance. The Nodal company law of the UK is the Companies Act of 2006, which provides for the Financial Conduct Authority (FCA), an important body for corporate governance in the UK. The UK Corporate Governance Code (The Code) establishes the Financial Reporting Council (FRC). The bedrock principles of the United Kingdom Corporate governance practice include; a. Separation of powers between CEO & The chairperson, b. Strong and independent audit committee, c. Remuneration committee, d. A strong balance between the Non-executive and executive members, e. Transparency in key managerial appointments, f. Protection of Rights of Shareholders.

Corporate Governance Laws in the People’s Republic of China

The PRC from 1948 to 1978 was a purely communist State, in which the state controlled all the corporate firms. China started the economic reforms in 1978, due to the efforts of Deng Xiaoping. As per a research paper, The PRC has made substantial progress in the field of corporate governance^[27], such as:-

a). The rights of shareholders and detailed regulations for the shareholder meetings.

b). Rights and obligations of the directors and independence of the board of directors.

c). The fiduciary (i.e. trust-based) duties of Corporate entities.

d).  Regulation of insider information and party transactions.

e). Provisions for performance and assessments of companies.

f). Provisions for Information disclosure and transparency in corporate operations.

g). The stringent roles and responsibilities of the auditor.

The Chinese government in the year 1992, established the China Securities Regulatory Commission (CSRC), which has issued more than 300 official laws and orders to regulate the Chinese Securities market. Key corporate governance legislations in China include the Companies Law of 1993 the Securities of 1998, and the code of corporate governance for listed companies of 2002 which was issued by the China Securities Regulatory Commission (CSRC) and State Economic and Trade Commission (SE&TC).

Corporate Governance Laws in Other States

1. Australia: The Corporations Act 2001 is a primary legislation dealing with company matters, which is further supported by the Australian Securities Exchange (ASX) corporate governance council’s corporate governance Principles and Recommendations. The Australian Stack X-Exchange’s corporate governance dedicated council’s guidelines promote accountability and transparency through ethical behaviour, board independence, and disclosure standards. Shareholder activism is also encouraged, and there is a special focus on independent directors and board diversity.
2. Japan: The companies act 2005 is the primary law, which is further supported by the cabinet office ordinance on disclosure of corporate Affairs (revised in 2020), the Tokyo Stock Exchange corporate governance Code. In the Japan, corporate governance has undergone several important reforms/changes in recent years. The introduction of the Corporate Governance Code emphasises the role of independent directors, shareholder engagement, and enhanced disclosure. There is a shift towards a more shareholder-oriented approach, with increased attention to board effectiveness and executive compensation.
3. C. South Korea: Korean commercial code which was revised in the year 2011 The Financial Investment Services and Capital Markets Act (FSCMA) 2009, the Financial supervisory service (FSS) guidelines on corporate governance of the financial institutions, Korea Exchange (KRX) Listing Rules.
4. D. Indonesia: The Company law No. 40 of 2007 & the financial services authority regulation^[28] on the board of directors and board of commissioners of public companies, Indonesian stock exchange regulations.
5. E. Bangladesh: The Companies Act 1994 which was amended in the year  2015 & The Bangladesh Securities and Exchange Commission (BSEC) corporate governance guidelines and rules for listed companies.
6. F. Russia: The Federal Law on Joint Stock Companies 2001 holds a key position in governing the corporations in Russia, the Central Bank of Russia refers to the corporate governance code which also plays a vital role.
7. G. South Africa: The Companies Act 2008 is a primary code for companies.
8. H. Brazil: Brazilian corporate law (Law No. 6.404) 1976  & Brazilian Securities and exchange commission also issues key guidelines and rules that play a crucial role in corporate governance in Brazil.

Challenges and Recommendations

This research focuses on several key challenges and their recommendations on corporate governance practices internationally:-

A. Lack of Transparency & disclosure in financial performance and decision-making of the company. It is recommended to have robust reporting & disclosure standards and establishment of International Financial Reporting Standards.

B. Minority shareholder rights and limited activism of shareholders. It is recommended to strengthen the legal frameworks to protect the rights of shareholders, especially minority shareholders and robust mechanisms for the prevention of Oppression & Mismanagement.

C. Non-compliance of regulatory bodies, it is recommended to enhance regulatory oversight and stricter punishments for corporations that do not comply with governing bodies.

D. Cross-border governance and multiple jurisdictions of MNC regulation. It is recommended to formulate global standards for corporate governance and best practices to encourage corporate governance

E. Insufficient risk management and lack of checks and balances internally supported by underdeveloped policy and institutional environments within which firms operate^[29]. It is recommended to have well-structured risk management mechanisms and to ensure the independence of internal audit committees.

F. Cybersecurity and data privacy a crucial issue for companies to protect the sensitive information of their consumers and protect of consumers them from all cyber threats, it is recommended to have stringent corporate data protection laws, for example. The directive of 2017  which is formulated by the EU, on digital tools and their role in corporate governance. 

International Cooperation:– Due to the emergence of new multinational companies and transnational companies, it becomes essential to frame an international document of cooperation of The States in the practice of corporate governance.

Comparative Analysis

Due to the vast amount of corporate legislation, judicial precedents and international treaties, it is a complex task to compare the worldwide corporate jurisdictions. However, this article provides a brief comparison of corporate governance practices across different jurisdictions for instance, In the U.S.A., which is known for its robust corporate legal framework, all 50 states have their legislation concerning corporate governance. In the Delaware jurisdiction, the corporate governance jurisprudence is much stronger due to judicial precedents.  The Delaware General Corporation Law which is also known as DGCl, is a well-known corporate governance statute. Overall the US laws protect the rights of shareholders, provide for independent directors and promote accountability and transparency. The People’s Republic of China has undergone significant reformations in the past 3 decades, the Company legislation of China, governs all provisions related to corporations in China. Overall, Chinese law secures the rights of shareholders, and the protection of investors, and shareholders. It emphasises the security of companies well-fare, for example in the recent bust of Evergrande, a real estate conglomerate. The Chinese Courts also contribute to framing China’s corporate governance practices. PRC is a State completely regulated by Chinese Communist Parties; thus the party also has a say in governing the corporations.

In the Republic of India, the Companies Act, 2013 provides for a comprehensive framework for the governing companies’ affairs, which includes incorporation, administration and regulations of companies. It emphasises corporate governance, responsible practices and accountability. The Securities And Exchange Board of India (SEBI) plays a pivotal role in governing the practices concerning the markets and protecting the rights of shareholders. The Sahara & Satyam scams were the key events that framed the corporate governance practices. The United Kingdom has a well-structured legal framework to govern the corporations. The UK Companies Act of 2006 is a primary legislation governing the company’s affairs. The UK framework is based on the principles of transparency, formation of independent bodies, duties of directors and shareholder protection

Conclusion

Although the concept and principles of corporate governance are a hot topic in boardrooms today, it is a relatively new and developing field of study^[30]. Many governments worldwide started ensuring corporate governance practices after the end of the Cold War and with the rising globalization of businesses, it seems that the government may in coming years prepare separate legislation about corporate governance practices. Corporate governance has resulted in a global good of a community, country and company, but there are several instances of corporate failure due to the lack of a single jurisdiction. This article concludes with the perspective of developing a common corporate governance treaty, that governs multinational companies. furthermore, when we say corporate governance worldwide, it also encompasses an independent watchdog body, which oversees the compliance of companies to laws. To develop a global corporate governance treaty we need a world order based on cooperation, mutual trust, no conflict of interests and a balance of power, which seems quite far from time. In the 21st century, the practice of corporate governance has significantly impacted the rights of shareholders, risk management and the rights and obligations of the board of directors and auditors. Good corporate governance helps to build an environment of trust, transparency and accountability necessary for fostering long-term investment, financial stability and business integrity, thereby supporting stronger growth and more inclusive societies^[31].

This article has explored the practice of corporate governance in all major economies and emerging economies, including the practice in India, the PRC, The USA, The UK, the European Union, Australia, Japan, South Korea, Indonesia, Russia, South Africa & Brazil. Furthermore, this article also provides the key international issues and their respective suggestive recommendations.  

References

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^[1] Shailer, G. (2018). Corporate governance. Encyclopedia of Business and Professional Ethics, pp.1–6. doi: https://doi.org/10.1007/978-3-319-23514-1_155-1.

^[2]Tricker, B. (2012). Corporate governance: Principles, Policies and Practices. Oxford University Press

^[3] TY – BOOK AU – Gong, Stephen AU – Firth, Michael AU – Cullinane, Kevin PY – 2001/07/18 SP – T1 – Corporate Finance and Corporate Governance in the Transport Industry VL – ER –

^[4] “Transport Corporate Governance: Transport Corporate Governance: A Strategic Approach for Startups.” Faster Capital, fastercapital.com/content/Transport-Corporate-Governance–Transport- Corporate- Governance–A-Strategic-Approach-for-Startups.html. Accessed 3 May 2024.

^[5] AIROnline, 2019 Mad 1363

^[6] 488 A.2d 858 (Del. 1985)

^[7] Hall, M. (2021). What is the banking sector? [online] Investopedia. Available at: https://www.investopedia.com/ask/answers/032315/what-banking-sector.asp.

^[8]Byrne, D. (2022). What is the history of corporate governance? [online] The Corporate governance Institute. Available at: https://www.thecorporategovernanceinstitute.com/insights/lexicon/why-does-corporate-governance-matter-a-look-back-at-history/.

^[9] OECD (2023). G20/OECD Principles of Corporate governance – OECD. [online] Oecd.org. Available at: https://www.oecd.org/corporate/principles-corporate-governance/.

^[10] Faster Capital. (n.d.). Corporate governance Failures: The Lehman Brothers: Case Study. [online] Available at: https://fastercapital.com/content/Corporate-Governance-Failures–The-Lehman-Brothers–Case-Study.html#:~:text=The%20Lehman%20Brothers [Accessed 6 Apr. 2024].

^[11] Verma, S. and Gray, S.J. (.2006) Development of Company Law in India : The Case of the Companies Act 1956. Working Paper. Department of Management Studies, University of York, York.

^[12] Report of the Committee Appointed by the SEBI on Corporate governance under the Chairmanship of Shri Kumar Mangalam Birla Report of the Kumar Mangalam Birla Committee on Corporate governance. (n.d.). Available at: https://www.sebi.gov.in/sebi_data/commondocs/corpgov1_p.pdf.

^[13] Drishti IAS. (n.d.). Corporate governance. [online] Available at: https://www.drishtiias.com/to-the-points/paper4/corporate-governance-1 [Accessed 6 Apr. 2024].

^[14] Jain, H. (2024). Adani-Hindenburg verdict: Supreme Court has strengthened institutions, weakened insinuations. [online] The Indian Express. Available at: https://indianexpress.com/article/opinion/columns/adani-hindenburg-supreme-court-verdict-9093664/ [Accessed 8 Apr. 2024].

^[15] AIR Online, 2019 Mad 1363

^[16] Special Civil application 6226 of 1994 and Civil application – 319 of 1995

^[17] Manu SC/ 0051 of 2012

^[18] Khanna, G. (2024). Why Union Govt Didn’t Act Against Patanjali For False Claims On COVID Cure? Supreme Court Asks. [online] www.livelaw.in. Available at: https://www.livelaw.in/top-stories/why-union-govt-didnt-act-against-patanjali-for-false-claims-on-covid-cure-supreme-court-asks-254031#:~:text=The%20Supreme%20Court%20(on%20April [Accessed 8 Apr. 2024].

^[19]  Morris, J. (2019). The U.S. Corporate governance System. open. Oregon state. education. [online] Available at: https://open.oregonstate.education/strategicmanagement/chapter/2-the-u-s-corporate-governance-system/.

^[20] PLAW 107publ204. (2004). Available at: https://www.congress.gov/107/plaws/publ204/PLAW-107publ204.pdf.

^[21] 488 A.2d 858 (Del. 1985)

^[22] 698 A.2d 959 (Del. Ch. 1996)

^[23] commission.europa.eu. (n.d.). Company law and corporate governance. [online] Available at: https://commission.europa.eu/business-economy-euro/doing-business-eu/company-law-and-corporate-governance_en.

^[24] Europa.eu. (2022). EUR-Lex – 32017L1132 – EN – EUR-Lex. [online] Available at: https://eur-lex.europa.eu/legal-content/EN/TXT/?uri=celex%3A32017L1132.

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^[27] ref. Jiang, F. and Kim, K.A. (2020). Corporate governance in China: A Survey. Review of Finance, [online] 24(4). doi: https://doi.org/10.1093/rof/rfaa012.

^[28] No. 33/POJK.04/2014

^[29] Lin, C. (2000). Preliminary Draft Not for Quotation Circulated for Discussion OECD Development Centre Informal Workshop on Corporate governance in Developing Countries and Emerging Economies PUBLIC VICES IN PUBLIC PLACES: CHALLENGES IN Corporate governance DEVELOPMENT IN CHINA. [online] Available at: https://www.oecd.org/corporate/ca/corporategovernanceprinciples/1931396.pdf.

^[30] Subramanian, G. (2015). Corporate governance 2.0. [online] Harvard Business Review. Available at: https://hbr.org/2015/03/corporate-governance-2-0.

^[31] OECD (2019). Corporate Governance – OECD. [online] Oecd.org. Available at: https://www.oecd.org/corporate/.

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