Market-Driven Management and Corporate Governance

The globalisation of relations between stock markets, issuers of shares and investors, has led to frequent reviews of national rules and regulations, by routes that are consistent with the culture, traditions and market conditions of each country. In fact, generally accepted principles of effectiveness of corporate governance have taken hold in the context of different models of governance, whose implementation is also linked to the share structure of the companies and the dynamics of risk capital markets. In listed companies, a capital market orientation is conditioned by the dominance of an insider or outsider system, by the parties that appoint the governance organs (only the owners in Anglo-Saxon countries and most industrialised countries; the owners and employees in Germany and generally in the so-called ‘Rhenish’ model) and by the stakeholder that are represented in the administrative and supervisory organs. The expansion of relations between stock markets, the growth of parallel trading platforms and the spread of ICT certainly emphasises the relief of correct development of the administrative and supervisory activities typical of corporate governance, but it also underlines the importance of effective external controls (auditing carried out by the stock markets and by specific institutions), and consistent, transparent behaviour, associated with clear, verifiable and truthful communications.