This paper provides a critical comparative analysis of corporate governance mechanisms in market-oriented (Anglo-Saxon) and large shareholder-oriented (Continental European) systems of corporate governance. Deficiencies in shareholder protection in the legal systems of both corporate governance systems have been addressed through the use of codes of good governance, a set of norms that regulate the behaviour and structure of the board of directors. However, the lower enforceability of norms in Continental Europe limits the applicability of such codes. Therefore, we argue that in Continental Europe, rather than promoting codes of good governance, it is necessary to expand market control mechanisms to facilitate the maximisation of firm value.
I argue that to better understand the emergence of entrepreneurial activity in a given country, we need to complement the analysis of the psychological and non-psychological characteristics of the individual entrepreneur that currently dominates entrepreneurship studies with the analysis of environmental characteristics in terms of the availability of resources and competition, as well as the conditions of the institutions that govern economic activity. These three groups of factors enable the entrepreneur not only to identify a business opportunity, but also to exploit it, and create a firm that achieves profitability and generates wealth.
The creation of a country's wealth and dynamism depends upon the competitiveness of its firms and this, in turn, relies fundamentally on the capabilities of its entrepreneurs and managers.The essence of the modern firm lies in the specialization of functions. "The businessmen" that manage economic activity are, in the strictest sense, both managers and entrepreneurs, the latter in a double sense: the individual businessman (independent) and the "corporate entrepreneur" who, without participating significantly in terms of capital, controls the firm.Studying offers of business capabilities requires the differentiation between the functions of entrepreneur, manager and capitalist, although in many cases, the same person may perform all three (table 1). Table 1. Entrepreneurs, managers and capitalists ENTREPRENEUR CAPITALIST MANAGER CHARACTERIZED BY Discovers and exploits opportunities A creator who initiates and motivates the process of change Capital owner: shareholders Controlling shareholder Passive shareholder Administrates and manages resources An administrator BEHAVIOUR Accepts risks Uses intuition, is alert, explores new business Leadership, initiates new ways of acting Identifies business opportunities Creation of new Enterprise Aversion to risktaking Assesses alternatives Choice of venture assets Aversion to risktaking "Rational" decision-maker. Explotes business Creates and maintains competitive advantage Creates trust to enhance cooperation Supervision of the administrative process
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