5.5 Corporate Governance Models: Anglo-American Model and German-Japanese Model

PointAnglo-AmericanGerman-JapaneseThe system's baseThe one-tier board (the unitary board of the executive-and- non-executive mix)The two-tier board (the supervisory board above the management board — the Vorstand's world)The finance's faceThe market-based capital (the dispersed shareholders; the stock-market's discipline — the takeover's threat)The bank-and-blockholder capital (the house banks' and the keiretsu's faces; the relationship-finance)The stakeholders' placeThe shareholder- primacy (1.14's Dodge)The co-determination (the employees' board-seats — the Mitbestimmung's face; the stakeholders' institutionalisation)The employees' voiceThe market's labour (the collective- bargaining's external face)The firm's-and-unions' partnership (the enterprise-unionism's- and-the-lifetime- employment faces)The check's engineThe market's discipline (the price- and-takeover)The blockholder's-and- bank's monitoringThe convergence's debate (the models' hybridisation: the one-tier's-and-independent- directors' global spread; the complementarities' warning — the transplanted board's soil-problem); Nepal's model-choice: the one-tier statutory board with the Anglo-American architecture (the Act's unitary design) — the family-blockholder reality (the German-and-Japanese capital-concentration's sociological echo without its co-determination) — the hybrid-in-practice's honest note.