The Role of Debt Contracts and Debt Covenants in Corporate Governance: Reflections on Evolution and Innovation

Abstract

Outlined below are some underlying ideas pursued in our Corporate Collapse: Accounting, regulatory and ethical failure, which first appeared in 1997, revised in 2003, followed by a Chinese translation in 2006. Primarily case-based, it examined material over many decades in several countries, but mainly concentrated on Australian causes célèbres. Also detailed is our later book Indecent Disclosure: Gilding the corporate lily, published in 2007-it is theme based, reviewing similar material, but post-2000. Very little had changed during the 10 years interregnum, despite regulators' and governments' promises of rigorous corporate reforms. Both books were set against a background of repeated official inquiries into discrepancies between what corporations had disclosed about their trading affairs and their actual financial outcomes. The matters in focus have been concerns over many decades. They continue to be, as regulatory reforms have been piecemeal and ill-directed. The recent global financial crisis (GFC) revealed behavior suggesting that it is more likely the 'truth' that under the present regulatory regimes many corporations habitually 'gild the lily'.