The Role of Self-Regulation in Corporate Governance

Abstract

This paper assesses the effectiveness of self-regulation to promote investor interests. TheNetherlands provides an excellent opportunity to gather such evidence for two reasons. First,characteristics of the Dutch corporate governance structure have made it the recent focus ofattention by the European Union, the International Monetary Fund and countries (e.g., Korea)when deliberating issues of corporate governance. Second, during the period 1996-1998, aprivate sector initiative was undertaken to promote change in the balance of power betweenmanagement and investors. Not surprisingly, the United States Securities and ExchangeCommission has closely followed the Dutch "experiment" in self-regulation. We begin byidentifying corporate governance characteristics that are linked to firm value. We thencompare corporate governance characteristics and the relation between firm value and thesecharacteristics before and after the private sector initiative. We find that therecommendations of the private sector initiative had no substantive effect on corporategovernance characteristics or their relationship with firm value. Using event study techniqueswe document the market's skepticism about the successful evolution of corporate governancepractices in the Netherlands through self-regulation. The one exception to this generalconclusion is the market for new listings. Overall, our results confirm the importance ofshareholder voting rights, and who controls these rights, when considering the design of asuccessful self-regulation process.corporate governance;law and economics;financial economics;International economics