Corporate Governance Flexibility And Proportionality In Corporate Governance

This OECD report presents the results of an OECD review on flexibility and proportionality practices in seven different areas of corporate governance regulation. The review covers 39 jurisdictions and six in-depth country case studies.

The quality of corporate governance regulations matters. If they are well designed, they can help governments achieve important policy objectives, such as higher levels of investment, increased productivity and better business sector dynamics. But for this to happen, the rules and regulations must be allowed to evolve over time. They must also be able to meet the many different needs of those entrepreneurs, investors and stakeholders who are supposed to implement them. This is why the G20/OECD Principles of Corporate Governance state that policy makers have a responsibility to shape a regulatory framework that can meet the needs of corporations that operate under widely different circumstances. Importantly, this concept of flexibility and proportionality is not about less demanding rules or the acceptance of sub-standard practices. On the contrary, it represents a functional and outcome oriented approach to regulation that facilitates implementation and makes enforcement more effective. This OECD report presents the results of an OECD review on flexibility and proportionality practices in seven different areas of corporate governance regulation. The review covers 39 jurisdictions and six in-depth country case studies.

This report provides an assessment of the flexibility and proportionality arrangements available within corporate governance frameworks that relate to seven areas of regulation: pre-emptive rights; board composition, board committees and board member qualifications; say on pay and the detail of disclosure on remuneration; related party transactions; disclosure of periodic financial information and ad-hoc information; major shareholding disclosure, and takeovers. It covers 39 jurisdictions, including in-depth case studies of the United Kingdom; Sweden; Italy; Japan; the United States of America, and Portugal and is based in part on a questionnaire to which all participating jurisdictions in 2017 responded.

This report provides an assessment of the flexibility and proportionality arrangements available within corporate governance frameworks that relate to seven areas of regulation: pre-emptive rights; board composition, board committees and board member qualifications; say on pay and the detail of disclosure on remuneration; related party transactions; disclosure of periodic financial information and ad-hoc information; major shareholding disclosure, and takeovers. It covers 39 jurisdictions, including in-depth case studies of the United Kingdom; Sweden; Italy; Japan; the United States of America, and Portugal and is based in part on a questionnaire to which all participating jurisdictions in 2017 responded.

These principles of corporate governance, endorsed by the OECD Council at Ministerial level in 1999, provide guidelines and standards to insure inclusion, accountability and abilit to attract capital.

This 2019 edition of the OECD Corporate Governance Factbook provides a unique source for understanding how the G20/OECD Principles of Corporate Governance (the G20/OECD Principles) are implemented around the world. By providing comparative information across 49 jurisdictions including all OECD, G20 and Financial Stability Board members, the Factbook supports informed policymaking based on up-to-date information on the variety of ways in which different countries throughout the world translate the G20/OECD Principles’ recommendations into their own legal and regulatory frameworks.

In this report to the OECD, the Business Sector Advisory Group on Corporate Governance presents the perspectives that it believes should guide public policies related to corporate governance, suggests areas for private sector voluntary action and recommends further actions for the OECD.

This report provides an evidence-based overview of developments in capital markets globally leading up to the COVID-19 crisis. It then documents the impact of the crisis on the use of capital markets and the introduction of temporary corporate governance measures.