Internal and external actors

Abstract

In this chapter I present concepts about: the actors (internal and external); and various corporate governance definitions (managerial, shareholder supremacy, stakeholder and firm definitions). Using these different definitions corporate governance may be seen as a struggle between ideologies, and new paradigms for governance are suggested. The goal of this chapter is to understand external and internal actors or stakeholders. This is done through a presentation of how the corporate governance debate has developed. Corporate governance is about who and what really count, and the corporate governance debate has seen a shift in focus from management to various groups of stakeholders. The chapter also shows that shareholders and stakeholders are not identical groupings. This is illustrated through various waves of shareholder activism. The more recent crisis in confidence in large corporations also opens up the potential for new paradigms of governance. A three-group categorisation of actors is presented. The three groups are: the internal actors; the external actors; and the board members. The most important aspect of this classification is not the identification of who the actors are, as they may vary depending on situation, firm and context; rather, it is the realisation that there are various groups of actors, and that the relations between them may empower the board members for special roles. Definitions of corporate governance based on the positioning of various actors are presented and discussed in this chapter. Agency theory, and other theories influencing and describing corporate governance and board task expectations, are presented in chapter 3.