Issue link: https://www.e-digitaleditions.com/i/61383
Governance has triggered great debate in the international community over how, which, and even whether codes of corporate conduct should be enforced. Most experts agree that coming to a consensus on best practices will be anything but easy. Governance? A What IS Good one visit to the Web site for the European Corporate Governance Institute (www.ecgi.be). The site includes an index of governance codes from 40 nations; lists of conclu- sions of committees ranging from Cadbury to King, Tabaksblat to Bosch; and rules and guidelines developed by the New York Stock Exchange (NYSE), the Organization for Economic Cooperation and Development (OECD), and countless other entities. Each of the codes is intended to be a definitive guide for by Tricia Bisoux illustration by Stuart Bradford lthough the necessity of good governance is unquestioned, what actually constitutes good governance and how that governance should be enforced are very much under debate. The com- plexity of the issue quickly comes into focus with the intended audience. Taken together, however, the count- less and varying approaches are anything but definitive. Representing the findings of numer- ous separate nations and separate organizations, the myriad codes have inspired a vigorous and multi- faceted discussion. question: Is governance an issue of ethics or an issue of law? Proponents of the "comply or explain" approach, first advocated by The Cadbury Report in 1992, argue it encourages good behavior while affording companies some flexibility—they either comply with good governance rec- ommendations or explain to stakeholders why they choose not to do so. The spate of scandals has led others to assert that "comply or explain" may not be enough to force all corporations to adhere to governance guidelines. It may take something like the Sarbanes-Oxley Act to bring order to corporate boardrooms. Conversations with four of the world's authorities in gov- Two approaches, especially, have inspired a compelling ernance illustrate the widely varying viewpoints on the issue. But they have consensus on one point. Underlying the national differences and legal minutiae is a common, attain- able goal—to assure the accountability, transparency, and integrity of corporations and their management. 34 BizEd MARCH/APRIL 2004