Debunking the myth of shareholder ownership of companies: Some implications for corporate governance and financial reporting

The shareholder primacy model is dominant in Anglo-Saxon corporate governance and financial reporting even though it is considered to be dysfunctional and a source of crisis. The possibilities of reforms are routinely stymied with the claims that shareholders are the owners of large corporations and management should promote their interests. This paper seeks to debunk such claims. It shows that a corporation is a distinct legal person and cannot be owned by its shareholders. It argues that shareholders in contemporary corporations are owners of ?fictitious? capital which is very distinct from ?real? capital. The systemic pressures require the holders of fictitious capital to constantly buy/sell shares in pursuit of short-term gains. The paper further shows that in a globalised economy, the shareholding duration in major UK companies has shrunk and shareholders are more dispersed than ever before. They are not in any position to control or direct corporations for the benefit of other stakeholders and society generally. The paper calls for abandonment of the shareholder model of governance and calls for empowerment of stakeholders with a long-term interest in the wellbeing of corporations

Report of the Committee on the Financial Aspects of Corporate Governance The code of best practice

Reprint, originally published Dec 1992SIGLEAvailable from British Library Document Supply Centre-DSC:99/24547 / BLDSC - British Library Document Supply CentreGBUnited Kingdo

Report of the Committee on the Financial Aspects of Corporate Governance The code of best practice

Reprint, originally published Dec 1992SIGLEAvailable from British Library Document Supply Centre-DSC:99/24547 / BLDSC - British Library Document Supply CentreGBUnited Kingdo

The Role of Corporate Governance in the IPO Process: a note

Corporate governance as a coherent notion and independent topic of academic and practitioner interest has developed rapidly in the last ten years. In particular, most countries have seen the publication of vast numbers of regulatory reports outlining best practice in handling the issues that arise from the increased prominence of the governance concept. Although a vast literature exists on the implications of an Initial Public Offering (IPO) for financial performance and ownership structure, few investigations have communicated directly with issuing firms and analysed the practical difficulties encountered on a day-to-day basis when a company decides to float. In particular, very few studies have sought to examine what corporate governance changes, if any, are made in the process. This note reports the findings of a questionnaire survey and a series of interviews with practitioners about the changes that are made before and after a sample of IPOs in the UK. Copyright Blackwell Publishing Ltd. 2004.