Comments on: Shareholder-Centric vs. Director-Centric Corporate Governance http://blogs.law.harvard.edu/corpgov/2008/02/14/shareholder-centric-vs-director-centric-corporate-governance/ Sponsored by the HLS Corporate Governance Program Thu, 03 Dec 2009 00:10:43 -0500 http://wordpress.org/?v=2.8.5.2 hourly 1 By: James McRitchie http://blogs.law.harvard.edu/corpgov/2008/02/14/shareholder-centric-vs-director-centric-corporate-governance/comment-page-1/#comment-17244 James McRitchie Mon, 25 Feb 2008 01:01:53 +0000 http://blogs.law.harvard.edu/corpgov/2008/02/14/shareholder-centric-vs-director-centr#comment-17244 While I disagree with Olson's opposition to proxy access, we do find common ground in endorsing Gary Lutin's efforts re shareholder forums. See http://www.shareholderforum.com While I disagree with Olson’s opposition to proxy access, we do find common ground in endorsing Gary Lutin’s efforts re shareholder forums. See http://www.shareholderforum.com

]]> By: Shann Turnbull http://blogs.law.harvard.edu/corpgov/2008/02/14/shareholder-centric-vs-director-centric-corporate-governance/comment-page-1/#comment-17225 Shann Turnbull Mon, 18 Feb 2008 02:48:54 +0000 http://blogs.law.harvard.edu/corpgov/2008/02/14/shareholder-centric-vs-director-centr#comment-17225 In my view, neither Shareholder-centric nor Director-centric corporate governance is desired for publicly traded corporations. Instead, corporate charters need to adopt carefully nuanced division of powers with checks and balances as exists in the US constitution and as explicated in a number of my SSRN papers such as ‘Corporate Charters with Competitive Advantages' at http://ssrn.com/abstract=10570 and ‘A New Way to Govern: Organisations and society after Enron’ at http://ssrn.com/abstract_id=319867. In addition, directors require creditable sources of information, independent of management, to carry out their most basic duties to monitor and direct both management and the business with due care and diligence. US, UK and other Anglophone corporations have no systemic processes to achieve this objective such as can be found in Japan and Europe. It was for this reason that Michael Porter recommended in his 1992 report “Capital Choices” on competitiveness that US firms engage with all their critical stakeholders to obtain feed forward and feedback information independently of management. In my view, neither Shareholder-centric nor Director-centric corporate governance is desired for publicly traded corporations. Instead, corporate charters need to adopt carefully nuanced division of powers with checks and balances as exists in the US constitution and as explicated in a number of my SSRN papers such as ‘Corporate Charters with Competitive Advantages’ at http://ssrn.com/abstract=10570 and ‘A New Way to Govern: Organisations and society after Enron’ at http://ssrn.com/abstract_id=319867.

In addition, directors require creditable sources of information, independent of management, to carry out their most basic duties to monitor and direct both management and the business with due care and diligence. US, UK and other Anglophone corporations have no systemic processes to achieve this objective such as can be found in Japan and Europe. It was for this reason that Michael Porter recommended in his 1992 report “Capital Choices” on competitiveness that US firms engage with all their critical stakeholders to obtain feed forward and feedback information independently of management.

]]> By: Stephen Bainbridge http://blogs.law.harvard.edu/corpgov/2008/02/14/shareholder-centric-vs-director-centric-corporate-governance/comment-page-1/#comment-17218 Stephen Bainbridge Sat, 16 Feb 2008 02:22:09 +0000 http://blogs.law.harvard.edu/corpgov/2008/02/14/shareholder-centric-vs-director-centr#comment-17218 I offer some suggestions over at my blog in <a href="http://www.businessassociationsblog.com/lawandbusiness/comments/shareholder_versus_director_centric_governance/" title="Shareholder- versus Director-Centric Governance" rel="nofollow">Shareholder- versus Director-Centric Governance</a> I offer some suggestions over at my blog in Shareholder- versus Director-Centric Governance

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