The European Commission launched a Green Paper on corporate governance aimed largely at listed companies in April 2011. The Green Paper recognizes that institutional investors play a dominant role in the current financial markets, but it criticizes the short-term thinking and practice among...

Corporate governance codes and corporate law contain provisions of internal control and risk management. First, this paper analyses the state of the art of these provisions in five Western European countries. The regulatory framework stretches from a Frühwarnsystem in Germany over the internal...

Law and Finance theory stresses the importance of shareholder rights for the reliability and development of capital markets. Many European Parliaments picked up this corporate governance issue. We expand the analysis of Lele and Siems (2007) and show that the number of shareholder rights grew...

Good bank governance is of vital concern to banks, financial industry and economy. The recent financial crisis has shown that an insufficient governance framework is an important attribute to a crisis. This article discusses corporate governance of Belgian banks: the specific regulatory...

This Chapter in a comparative book on private limited liability companies starts with an illustration of the former success of the Dutch limited liability company (BV). Next it addresses the competitive European legal environment within which the Dutch BV has to operate. The study shows how the...

Banks and bank governance are different. We critically assess the arguments used to pervade these divergences in operational activities. We also question if and how, in light of the specificity of banking activities, bank governance translates the operational peculiarities in different...

Say on pay is considered an important tool to mitigate inappropriate remuneration practices. Over the years, many countries provided shareholders with this say on pay-tool, although often the vote is exclusively of an advisory nature. We analyse the regulatory framework of say on pay in two of...

Current shareholder engagement systems face large classical inefficiencies. First, due to the large chains of intermediaries in the current securities models, transaction costs are high and shareholder votes and other information are not always correctly transmitted between shareholders and...

This paper studies the voting turnout, the voting behavior of large and small shareholders and the resolutions voted at annual general meetings (AGMs) and extra-ordinary general meetings (EGMs) of Belgian listed companies in 2011. The average voting turnout was 49,9 per cent in 2011, down from...