Keay, AR (2014) Comply or explain in corporate governance codes: in need of greater regulatory oversight? Legal Studies, 34 (2). 279 - 304. ISSN 0261-3875
Abstract
At the heart of the voluntary corporate governance code in the UK and elsewhere is the concept of ‘comply or explain’. It provides that a company is to comply with a code's provision; but if it does not do so, then it is to state that it does not and explain why it does not. There is no provision in the UK for any statements by companies to be assessed by any regulatory body. It is incumbent on the markets generally and the company's shareholders specifically to determine whether the response of the company to code provisions does enough, and then to take some action if they do not. The aim of comply or explain is to empower shareholders to make an informed evaluation as to whether non-compliance is justified, given the company's circumstances. This paper assesses whether the present scheme, which relies on the stewardship of shareholders and the efficiency of the markets, should continue, or whether a regulatory body should be empowered to determine whether companies are in fact complying with code provisions or, if not, whether they are providing adequate explanations for not complying.
Metadata
Item Type: | Article |
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Authors/Creators: |
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Dates: |
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Institution: | The University of Leeds |
Academic Units: | The University of Leeds > Faculty of Education, Social Sciences and Law (Leeds) > School of Law (Leeds) |
Depositing User: | Symplectic Publications |
Date Deposited: | 23 May 2014 07:40 |
Last Modified: | 05 Jun 2014 12:45 |
Published Version: | http://dx.doi.org/10.1111/lest.12014 |
Status: | Published |
Publisher: | Wiley |
Identification Number: | 10.1111/lest.12014 |
Open Archives Initiative ID (OAI ID): | oai:eprints.whiterose.ac.uk:79121 |