Corporate Governance

Corporate Governance aktuell – Why 2019 will be a decisive year (with a P.S. to the “Causa Hoeneß”)

With this issue of GermanBoardNews we say goodbye to our holidays for two weeks – to spend a lot of time with our family over Christmas and New Year, but also to recharge our batteries. Because we have set ourselves a lot of goals for 2019. In particular, as already announced, we intend to launch a broad-based Board of Management and Supervisory Board initiative for a far-reaching corporate governance reform. …

Read More
Corporate Governance

Corporate Governance aktuell – Personal Governance: How can supervisory boards be (even) better?

Over the past few weeks, I have dealt with the Corporate Governance Code at various levels and argued that the company does not need a rigid corset, but guidelines. In my opinion, this applies even more to those responsible themselves, and we are trying to live up to this claim with the professional principles of the Association of Supervisory Boards in Germany (VARD), which we call our “Personal Governance Code”. …

Read More
Corporate Governance Aktuell

Corporate Governance aktuell – Who wants, who needs the Code?

They all know the saying: “What do we care that a bag of rice falls over in China” or “… when a bike falls over in Holland”. This seems to be exactly how many people feel about the Government Commission’s new draft code. The superfluous was deleted, the rest was re-sorted and a few excitement topics (“Management Board compensation”) were positioned. But large parts of the economy don’t seem to …

Read More
Peter H. Dehnen

Corporate Governance news The German Supervisory Board Conference – The start of a far-reaching corporate governance reform?

I can only speak for myself, but I have also heard it from numerous participants: The German Supervisory Board Conference (#DART14) at the end of last week provided a wealth of interesting insights and insights. Two special highlights are discussed in this issue; I would also like to take this opportunity to thank all other speakers, discussion participants and visitors once again. I was particularly pleased with the positive feedback …

Read More

Corporate governance today: Why we need a far-reaching corporate governance reform – and why we should rethink the Government Commission

Most of you will know Goethe’s sorcerer’s apprentice, who tries out his master’s spells – but then is not up to his power. The same is true of the Government Commission on the German Corporate Governance Code, which has continually expanded its influence and confirmed, at the latest with the current draft of the Code, that its role is overstretched and that it has become a location risk. I am …

Read More

Corporate Governance aktuell – What constitutes “good” corporate management must be decided by entrepreneurs themselves (may)

“Corporate Governance” – What sounds modern is not an invention of the 21st century. After all, it is essentially about the ‘principles of corporate management’. First of all, let me make a few remarks: in order to be able to manage companies, the legislator has created a colourful bouquet of legal forms and laid down rules from which it emerges who, how, what, when and with whom may, should and …

Read More

Corporate Governance aktuell – My opinion on the draft Codex

The chairman of the government commission, Rolf Nonnenmacher, presented the draft for a new codex on Tuesday. And indeed, if the proposals were to become reality, the rules would – as announced – be “clearer and more compact”. However, I would have liked to have seen more courage: Despite the cuts, the draft is still small-scale and consists of dozens of principles and recommendations, which appear on 13 DIN A4 …

Read More
Katharina Barley

Corporate Governance news – My open letter to Katharina Barley

I had already discussed it last week: In my view, the German Corporate Governance Code (DCGK) is by no means a “self-commitment”, as the term “code” suggests. Rather, there is an external obligation because a small circle of commission members develops rigid guidelines for companies. Federal Justice Minister Katharina Barley (SPD) nevertheless continues to describe the body of rules as “a core element of the self-regulation of the German economy”. …

Read More

Corporate Governance aktuell – Is the Code really an instrument of self-regulation?

In the current issue of the Zeitschrift für Corporate Governance (ZCG), Professor Stefan Behringer of the Nordakademie analyses what the terms code and code mean and what the addressees expect of them. The starting point is the fact that 90 percent of all H-DAX companies (i.e. 110) have a corporate code. Behringer impressively illustrates that a code is a sum of rules that a company gives itself and by which …

Read More

Corporate Governance news – How much government is in the government commission?

In 2001, the Government Commission on the German Corporate Governance Code (DCGK) received a statutory mandate to define standards of good corporate governance. In addition, the Federal Ministry of Justice and Consumer Protection appoints the members “in agreement” with the Chairman of the Commission and the Federal Chancellery. Is it just me who thinks it’s contradictory? On the one hand, the Commission should be an institution for “self-regulation” of the …

Read More

Corporate Governance news – What role does Deutsches Aktieninstitut play in the Government Commission?

The Deutsche Aktieninstitut (DAI), to which around 200 stock corporations belong, sees itself as a representative of the interests of “capital market-oriented companies, banks, stock exchanges and investors”. At the same time, the DAI acts as the office of the Government Commission on the Corporate Governance Code. In my view, one problem here is that the government commission consists mainly of experts with a capital market and investor-oriented perspective anyway. …

Read More
Regierungskommission

Is the government commission allowed to do everything it does?

Peter H. Dehnen: “The work assignment to the Government Commission on the German Corporate Governance Code, which also represents its legimitation, dates from 2001. In my opinion, it is therefore high time for a new legal assignment so that the Commission itself and the objectives pursued are not made independent. When formulating a new mandate, the formally responsible Federal Ministry of Justice should involve the Ministry of Economics so that …

Read More