![]() ![]() "We need to be more focused on national trade negotiations skills also. ![]() A separate negotiation department should be formed for the development of the local industry," he said.This article considers three related research questions, all in the context of an emerging economy, Bangladesh: What is the history of corporate governance (CG) reform in Bangladesh? What explains the introduction of CG guidelines in Bangladesh? and How have the country-level initiatives to improve CG influenced the firm-level practices of CG? By analysing the agency environment and CG reforms in Bangladesh, this article finds that, in spite of the number of reform initiatives undertaken since the early 1990s, there is substantial scope for further improvement, particularly in monitoring and enforcement by regulators, both external bodies, particularly the International Financial Agencies, and domestic forces have both affected the extent of CG reform in Bangladesh and CG regulations take effect over time as companies gradually update their CG practices to comply with the national guidelines. The introduction of annual awards by the professional institutions also seems to have motivated companies to improve their governance practices. Governance arrangements observed today in a particular country have evolved over many years, even over centuries, although country-wide changes may be introduced in response to a spate of corporate failures or a systemic crisis. For example, a well-documented governance failure in the 1700s, the South Sea Bubble, revolutionized the then business laws and practices in England while much of the securities laws in the United States date from the stock market crash of 1929 and the accounting scandals of 2001 ( Iskander and Chamlou, 2000 Thompson, 2003). Although corporate failures or systemic crises are often considered to be the major drivers of corporate governance (CG) reforms in many countries, it would be unreasonable to think that, in order for change to happen, there must be a crisis. In addition to scandals and corporate crises, Steger and Amann (2008), for example, identified a number of drivers of CG reforms in France, Germany, the United Kingdom, and the United States: (a) internationalized capital markets (b) the harmonization of capital markets through political power (c) the growing emphasis on investment for a broader part of the population and (d) privatization. It is to be noted that drivers of CG reforms extend beyond these factors ( Hermes et al, 2006). The factors identified by Steger and Amann (2008) and others apply across jurisdictions. As countries differ in terms of their economic, social, cultural, political and legal development, the drivers of CG reforms may also differ from one country to another. Interesting questions, therefore, remain as to how CG reforms take place, which factors are driving such reforms and how firms adapt to developments at the national level. Consequently, some researchers have examined the worldwide diffusion of CG codes ( Aguilera and Cuervo-Cazurra, 2004 Cuervo-Cazurra and Aguilera, 2004 Zattoni and Cuomo, 2008 Aguilera and Cuervo-Cazurra, 2009 Haxhi and van Ees, 2010) while others have examined the degree of compliance by firms with national CG standards ( Werder et al, 2005 Arcot and Bruno, 2006 Goncharov et al, 2006 Gupta and Parua, 2006 Nowak et al, 2006 Cleyn, 2008 Arcot and Bruno, 2009 De Castro, 2009 Arcot et al, 2010 Henry, 2010) and some have concentrated on drivers of CG reforms in the context of a mature capital market ( Hermes et al, 2006). ![]()
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