2022/02/01 by Iain MacNeil, Irene-Marié Esser · 1 citation
Business, Management and Accounting · #Corporate Finance and Governance
paper · doi:10.54648/eulr2022001
openalex publication_date 2022/02/01 · openalex created_date 2025/10/10 · openalex updated_date 2026/07/02
The introduction of the Cadbury Code in the UK in the early 1990s marked an important turning point in the evolution of corporate governance around the world. The ‘comply or explain’ approach pioneered by the Cadbury Code prioritised flexibility and the role of market discipline in its approach. While those characteristics can be linked to earlier trends in the evolution of corporate governance in the UK, it is more difficult to explain why the Cadbury Code has exerted so much influence over systems which differ from the UK in their approach and evolution. In this article we focus on the extent to which the ‘comply or explain’ approach has been adopted in other countries and attempt to explain why this has occurred. We propose three explanations for the diffusion of ‘comply or explain’ codes around the world and undertake qualitative and quantitative (leximetric) analysis to test these propositions. Corporate governance, codes, ‘comply or explain’, listed companies, disclosure, transplantation