The Corporate Governance Obsession

Journal of Corporation Law, Vol. 42, No. 2, pp. 359-402 (2016)

44 Pages Posted: 5 Sep 2014 Last revised: 9 Feb 2017

See all articles by Mariana Pargendler

Mariana Pargendler

Fundação Getulio Vargas Law School at São Paulo; New York University School of Law; European Corporate Governance Institute

Date Written: December 1, 2016


Corporate governance has become a central concern of our time. For a variety of problems — from corruption and economic development to systemic risk and rising inequality — corporate governance reform has surfaced as a favored policy response. This Article explores the origins and scrutinizes the implications of this extraordinary focus on corporate governance as a solution to a constellation of economic and social ills.

In a context of growing skepticism of the state, the corporate governance movement offers a midway solution between markets and government. It transposes to the corporate context mechanisms typical of government control, such as “checks and balances” and democracy. This compromise solution turns out to be politically palatable: corporate governance appeals to progressives as a path for social and economic change in the face of political resistance to state intervention, while pleasing conservative forces as an acceptable concession to deflect greater governmental intrusion in private affairs. Whether such a persistent turn to corporate governance is worth the candle, however, remains an open question.

Keywords: Corporate Governance, History, Political Economy

JEL Classification: G30, G38, K22, L20

Suggested Citation

Pargendler, Mariana, The Corporate Governance Obsession (December 1, 2016). Journal of Corporation Law, Vol. 42, No. 2, pp. 359-402 (2016), Available at SSRN: or

Mariana Pargendler (Contact Author)

Fundação Getulio Vargas Law School at São Paulo ( email )

R. Rocha, 233, Bela Vista
São Paulo, 01330-000

New York University School of Law ( email )

40 Washington Square South
New York, NY 10012-1099
United States

European Corporate Governance Institute ( email )

c/o the Royal Academies of Belgium
Rue Ducale 1 Hertogsstraat
1000 Brussels

Do you have a job opening that you would like to promote on SSRN?

Paper statistics

Abstract Views
PlumX Metrics