Corporate Governance: A Critical Comparison among International Theories, Codes of Best Practices, and Empirical Research

As strong role played by the financial globalized market, several countries have adopted rules and principles
(best practice codes) to be shared among all companies, in order to provide tools to solve governance problems, regulate
relations among managers and shareholders. This paper seeks to investigate American, English, German, Japanese and Italian
codes of conduct. Literature agrees that corporate governance archetypes are those Anglo-Saxon and German-Japanese; on
the other hand the Italian model represents an interesting case study. These three models are based on different international
theories (Agency, Stakeholder, Resource Dependence, and Stewardship). Scholars maintain that the Agency theory is the
most valid of the theories, with respect to the existence of international convergence processes. Thus, the objective of the
paper is twofold. First of all, we want to understand which international theory has been adopted by Anglo-Saxon,
German-Japanese, and Italian codes. Secondly, we wish to verify whether empirical research confirms principle efficacy
contained in codes of corporate governance. From a comparative study among international theories and rules it would
emerge that variables contained in the codes would be better explained and regulated under Agency approach. It should be
noted, however, that each country – in spite of the convergence processes towards a single standard of rules – is affected by
their social, and economic background. Finally, we could argue that empirical studies do not often explain critical success
factors in the same way of codes although both are the result of best practices.