Corporate Governance and Disclosure – Purpose, Scope, and Limitations

Corporate governance has been the subject of dozens, if not hundreds, of books and articles in legal, accounting, finance, and economic literature since at least 1932. Disclosure has also been the subject of dozens, if not hundreds, of books and articles in legal, accounting, finance, and economic literature but interest in the subject is a more recent phenomenon. It is important therefor to understand the purpose, scope, limitations, and meaning of corporate governance. It is equally important to understand the purpose, scope, and limitations of the effective transparency of information, i.e., disclosure, for publicly listed companies means, including what information is disclosed, how it is disclosed, and why it is disclosed. Therefore, this paper examines the purpose, scope, and limitations of corporate governance and disclosure including what, how, and why information about publicly listed companies is disclosed with the intent of providing a better understanding of corporate governance and disclosure and directions for future research.This is the working paper version. The published version appear in International Journal of Disclosure and Governance, 18(2), 153-160