THE TRANSFORMATION OF THE CORPORATE GOVERNANCE MODEL: A LITERATURE REVIEW

Abstract

This study intends to present a review analysis of the CG literature with a view to discover and categorize the macro and micro level determinants of CG framework. Apart from this, it targets to signify long enduring CG debate concerning shareholders VS stockholders value orientation. This study presents a comprehensive understanding of a broad assortment of macroeconomic governance issues such as measures against hostile takeover, board formation /composition, capital market actions, managerial incentives, debt covenants and leverage, market for managers & directors, capital structure and managerial ownership, legal framework etc has been also integrated. Moreover issues associated to relative corporate governance and convergence of global corporate governance model has also been discusses by putting specific emphasize on the conflict of interest occurring from the association between executives and investors and the connection involving the value of the firms and CG. It is noted that because of the limitations in existing significant hypothetical and functional inadequacies, external controlling mechanisms might not be able to solely resolve the CG challenge, even though these could be significantly successful in some specific situations, Thus, corporations have to implement balancing internal firm specific controlling mechanism to reduce the overall costs associated to agency problem. The analysis also reveals that Both stockholder and stakeholder models are competing on the ground of superiority however, in practically there has been a vibrant modification with both standards are becoming progressively equally appealing in different regions over the last two decades.