Corporate Governance and Corporate Law Structure in European Countries

The paper describes the different broad systems of corporate governance existing in Continental Europe (the insider system) and in the UK (and the US, the outsider system), identifies certain differences in the concentration and nature of corporate ownership between both systems and comments on the consequences that these discrepancies have in terms of agency costs and the development of mechanisms to separate ownership (cash flow rights) and control (voting rights) both at the level of the firm and through corporate law. Then, a reference is made of the important question of whether corporate governance structures in the different European countries will competitively converge with one another. To than end, proper amendments in corporate structures, most notably corporate law reform, must be initiated.