ABSTRACT

This chapter applies the club theoretic model to contextualise voluntary clubs in public interest regulation through corporate governance, particularly in developing and emerging markets. Drawing on the political theory of corporation and the institutional perspective, the chapter proposes an enforced self-regulatory system for directors’ individual and collective performance evaluations that centres on voluntary clubs and is propped by facilitative public regulation. It argues that when voluntary clubs are properly and legally equipped to effectively perform corporate governance regulatory roles, directors, shareholders, market participants, stakeholders and society can all benefit. While it frames corporate governance clubs within regulatory institutional frameworks, the chapter demonstrates the impact of voluntary rules, standards and procedures on individual director and board effectiveness, and therefore aligns private governance with broader society expectations. It highlights internal, external and independent quantitative and qualitative methods for evaluating board performance and demonstrates how barriers to improvement can be identified and tackled and how positive factors for effectiveness can be recognised and improved on. The proposals include research, training, education and other methods for continuous individual and collective development, operation of stringent voluntary clubs at industry and sub-sector levels, preventative, retributive and corrective enforcement measures, club membership as a prerequisite, performance-related certification, licensing and disqualification and facilitative public regulation.