The concept ‘corporate governance’ and ‘essential’ principles of corporate governance

Abstract

It is necessary only for the good man to do nothing for evil to triumph . – Attributed to Edmund Burke (18th-century English political philosopher) – The Australian , Monday 6 December 2004, 4, reporting on the most favoured phrase of quotation-lovers, as determined by an Oxford University Press poll The meaning of corporate governance Generally Corporate governance is as old as the corporate form itself, although Tricker correctly points out that the phrase ‘corporate governance’ was scarcely used until the 1980s. In the first edition (2005) of this book we pointed out that there is no set definition for the concept of corporate governance. This has not changed. Commentators still speak of corporate governance as an indefinable term, something – like love and happiness – of which we know the essential nature, but for which words do not provide an accurate description. Many have attempted to lay down a general working definition of corporate governance, yet one definition varies from another, and this often leads to confusion. Early attempts to define the concept of corporate governance appear in the United Kingdom Cadbury Report (1992) and the South African King Report (1994), defining corporate governance as ‘the system by which companies are directed and controlled’. That seems not particularly helpful in clarifying the meaning of corporate governance. Over the past decade or so, there have been further attempts at a definition, bringing in additional aspects or elements under the term ‘corporate governance’.