International Corporate Governance: A Select Bibliography

Abstract

Discussion and academic research on corporate governance first began in the United States. Corporate governance was a very American-specific issue to the extent that there was no exact translation of the term in the language of many countries of the world. The concept of corporate governance first appeared in 1932, when Adolf Berle and Gardiner Means wrote the famous book, The Modern Corporation and Private Property. Berle and Means talked about the separation of ownership and control in publicly-held companies in the United States as a result of dispersed ownership. With a great increase in the number of shareholders, such dispersion of ownership gave birth to a special group of business people with full authority to run the corporation. In turn, some form of institutionalized mechanism was needed to control this management group. Meanwhile, issues arising from the separation of ownership and control (such as agency costs) became a major research area of corporate governance. It would not be an exaggeration to say that U.S. corporate law is the product of the effort to develop organizational principles for solving this agency costs problem.