ABSTRACT

This chapter reviews some broad recurrent themes of corporate governance scandal and failure in the modern era and considers the policy and academic thinking and legislative response that has paralleled it. Failures and scandals linked to corporate finance tend to be of two major types: overly leveraged firms and share price manipulation. Corporate governance policy changes were made but they were relatively small given the crisis, in largely incremental ways. UK corporate governance legislation differs from the US in a number of ways, however. The overall US response to the Global Financial Crisis was to treat it as mostly a finance sector crisis and not a more general corporate governance crisis. A common theme in some failures is the excess and inordinate sway of a particular individual at the company helm. Conversely, there may be a lot of good governance that does not call attention to itself in the midst of the occasional and dramatic malfunction.