Evolution of Corporate Governance Principles among U.S. Firms

Abstract

This paper is about corporations and the principles by which they are guided. The focus is on conceptualization of control issues, and changes in such conceptualizations over time. Among individuals who are in a position to affect the overall direction of corporations, there are broadly shared views of the overall orientation that should be adopted. Such “conceptions of control” are a response to important contingencies in the firm's institutional environment. In the United States the most broadly shared conception of control currently is a particularly narrow one, focusing on financial measures of performance. This has not always been the case: conceptions of control are subject to evolutionary change over time. The paper traces such changes, evaluates the current situation and its relation to shareholders, and speculates as to the possibility of a future change in a more socially conscious direction.

Keywords:

• corporate governance
• firms
• stakeholders