Corporate Governance: Comparative Analysis and Practical Solutions to Face the Emerging Challenges

The evolution characterizing the global economy over the Centuries and across the Countries in the world has inspired a wide variety of studies concerning the relation between company’s property and control. This long process produced various theories and models aiming to explain the origin of the issue and trying to present possible solutions. The Agency Theory issued by Jensen and Meckling [1976] has provided irreplaceable basis in this sense, allowing successive scholars to create hypothetical formulations. However, in our humble opinion, this analysis showed only one side of the issue, thus still leaving incomplete the solution to the corporate governance issues. The theories concerning the market-based systems and the bank-based systems are evident demonstrations that other factors should be considered for the analysis (then just not directors’ function) in order to obtain serious and definitive conclusions in the matter of company’s property and control. In accordance with these presuppositions, we have thought fundamental examining the main principles of corporate governance regulating the market-based systems - then Unites States of America - and those issued by European Union and by OECD. In order to develop the present analysis we have considered appropriate dividing the paper as follows: in the first part we have elaborated an introduction aimed to explain the status quaestionis. Specifically, we have considered the basic literature that allowed the successive development of the analysis. In the second part, we have developed a comparative analysis between the principles of corporate governance promoted in United States and those disciplining the companies in the Eurozone. In this sense the laws regulating the stock market, the doctrines promoted by important institutes of analysis concerning the corporate governance as well as by international organizations have been deeply analyzed. Specifically in this section we have highlighted a common denominator between the corporate governance doctrines developed in the market-based systems and in the bank-based systems. The third part ends the present work. It consists of practical proposals in the matter of corporate governance