CORPORATE GOVERNANCE AND SOCIAL RESPONSIBILITY :英国与美国的关键差异赋予的重要性 [2]
论文作者:留学生论文论文属性:案例分析 Case Study登出时间:2010-12-23编辑:anterran点击率:16440
论文字数:14253论文编号:org201012231248405919语种:英语 English地区:英国价格:免费论文
关键词:social responsibilitiesthe UK and the UScorporate governancearrangements
sues in
the UK and US, and argue that CSR issues aregenerally treated more seriously in the UK,across a broader spectrum of market participants,than in the US. We summarise ourmulti-level theoretical model which exploresdifferent motives that actors might have to askfirms to engage in CSR initiatives, and weapply this model to the action of institutional investors to explain the greater emphasis onCSR issues in the UK versus the US. Weconclude with some suggestions for future research in this area.Corporate governance systems in the
UK and the US Stylised portraits of the Anglo-American corporate
governance system emphasise the featuresshared by the US and the UK, includingthe primacy of shareholders as beneficiariesof fiduciary duties, the importance of equityfinancing, dispersed share ownership amonguncommitted shareholders, active markets forcorporate control as a mechanism of managerialaccountability, and flexible labour markets (Jensen and Meckling, 1976; Hall and Soskice, 2001; Streeck and Yamamura, 2001). Some obvious qualifications are necessary to render this picture fully accurate. For instance, while neither the UK nor the US has concentrated individual block-holders, crossshareholdings or dominant family-owned firms in appreciable numbers, as do the Continental and Japanese systems (Shleifer and Vishny, 1997), institutional investors’ control of the equity market as a whole has grown rapidly in the last 20 years in both countries. Institutional investors controlled about 80 per cent of the UK equity market as of 31 December 2003 (Mallin et al ., 2005, 535), and close to 60 per cent of the US equity market in 2003 (Binay, 2005, 127). As a result, institutional investors have the potential to exercise coordinated, collective power (Clark and Hebb, 2004; Clark and Wojcik, 2005). How institutional investors act on this potential is quite different in the two markets, as will be discussed below. The point here is simply that, because of the significance of institutional investors, the conventional model’s sharp contrast between the shareholder dispersion in the Anglo-American world and block shareholding in Continental Europe is overstated (Mallin et al ., 2005, 536). Important differences between core aspects of the corporate governance systems in the UK and the US are summarised in Table 1. Recognising that firms are situated within a given society and political tradition, which will influence the decisions of individuals within the firm, one can conceptualise corporate governance as relationships within the firm and between the firm and its environment (i.e. society). Figure 1 illustrates this concept. While there are a number of relationships that define the corporate governance system within any given country (Aguilera and Jackson, 2003), two particularly important ones are that between the Chief Executive Officer (CEO) as a key actor within the top management team (TMT) and the board of directors, as an indicator of internal governance relationships; and that between the firm and its equity investors as an indicator of external governance relationships. Each of these relationships shows a divergence that is occurring between the UK and the US. One area of divergence is the greater amount of constraint on the exercise of CEO power in the UK vs the US. Ninety per cent of the UK’s largest companies follow a dual strategic leadership pattern (Higgs, 2003), splitting the roles of the CEO and the Chairman of the Board, a
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