Corpo­rate gover­nance today at listed and non-listed companies

Corpo­rate gover­nance descri­bes all aspects of the manage­ment and super­vi­sion of a company. In contrast to the inter­nal orga­niza­tion of the company as defi­ned, for exam­ple, in the Artic­les of Asso­cia­tion, corpo­rate gover­nance also covers issues rela­ting to its legal and factual inte­gra­tion into its envi­ron­ment, such as the capi­tal market. In this respect, the origi­nal inte­rest was in the (large) listed compa­nies. Incre­asingly, howe­ver, other legal forms and medium-sized compa­nies have been and are being addres­sed accor­ding to their speci­fic requi­re­ments for good corpo­rate gover­nance. This also applies in parti­cu­lar to compa­nies that are in the hands of finan­cial inves­tors and family-run companies.

Corpo­rate gover­nance is not new. Thus, the debate about the effi­ci­ency of manage­ment bodies, such as the super­vi­sory board, but also the debate about co-deter­­mi­na­­tion in Germany has a long history. In recent years, howe­ver, the discus­sion of expe­di­ent aspects of corpo­rate gover­nance has reached unpre­ce­den­ted levels both natio­nally and inter­na­tio­nally. The drivers were the nume­rous cases of poor manage­ment and corpo­rate misma­nage­ment. The globa­liza­tion of the economy and the libe­ra­liza­tion of the capi­tal markets provi­ded addi­tio­nal impe­tus for effi­ci­ent forms of corpo­rate manage­ment. Finally, in the recent past, natio­nal and inter­na­tio­nal inves­tors have been ques­tio­ning gover­nance moda­li­ties in stock market stocks; this with some­ti­mes unpa­lata­ble conse­quen­ces for the companies.