Document Type


Publication Date



The U.S. was one of the first nations in the world to concern itself with the governance of its publicly-listed corporations. But it stopped well short of developing authoritative general standards of corporate governance. By contrast, many of the world’s other markets have by now agreed to some sort of ‘official’ principles for the governance of their quoted companies.

A key reason often cited for why the U.S. lacks a single, authoritative national code of corporate governance2 is the general resistance to centralized regulation of corporate law, which is subject to state rather than federal statutes. But several other major countries have federal systems which distribute the burden of regulation, and many more have markets subject to more than one regulator. In any case, governance codes are as much about cooperation as they are about regulation, and the nearly universal adoption of the ‘comply or explain’ approach throughout Europe has left enforcement largely up to market forces.