Corporate governance (also in German; sometimes translated as principles of corporate management)

Generally, a procedure with the aim of leading, administering and/or monitoring a company (the method by which a corporation is directed, administered and/or controlled). – Guidelines and regulations for the management and supervision of listed companies. Corresponding provisions are – primarily regulations under company law, in Germany largely codified in the HGB (German Code of Commerce), such as above all internal control, rights and duties of the administrative bodies and the Annual General Meeting, and their relationship to each other. In addition, regulations under capital market law, such as transparency, are an important component of corporate governance. In addition to these legal requirements, many companies have also introduced – in some cases extensive – in-house principles that shape a particular company culture, for example with regard to the relationships between employees and behavior in relation to dealings with customers and suppliers. Organizational theory, the science of how social entities function, attempts to explain how such principles work. – See foreclosure, bankers’ regulars, Chinese Wall, compliance, corporate fashion, insider reporting requirements, employee guidelines, need-to-know principle, nominee, disclosure requirements, loans to governing bodies, EU prospectus legislation, System Securities Watch Application (SWAP), tunnelling, code of conduct, wall crossing. – Cf. 2001 Annual Report of the Federal Supervisory Office for Securities Trading, p. 43, ECB Monthly Report of May 2005, p. 93 ff. (detailed, textbook presentation), ECB Monthly Report of October 2005, p. 89 ff. (here also conflict situations), BaFin Annual Report 2007, p. 53 ff. (further development of supervisory measures; IOSCO report on the independence of administrative bodies), ECB Monthly Report of October 2008, p. 83 ff. (corporate governance in cross-border bank mergers), BaFin Annual Report 2009, p. 63 ff. (study on deficiencies in corporate governance, various guidelines), BaFin Annual Report 2011, p. 96 ff. (further activities and proposals of the Committee on Corporate Governance), as well as the respective BaFin Annual Report, chapter “International”; ECB Annual Report 2010, p. 212 ff. (corporate governance at the ECB), BaFin Annual Report 2010, p. 72 ff. (various steps to strengthen corporate governance.

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University Professor Dr. Gerhard Merk, Dipl.rer.pol., Dipl.rer.oec.
Professor Dr. Eckehard Krah, Dipl.rer.pol.
E-mail address: info@ekrah.com
https://de.wikipedia.org/wiki/Gerhard_Ernst_Merk
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