Corporate governance and the theory of the firm: from shareholder value to industrial citizenship.

Summary What can the various theories of the firm teach us about the quality of a corporate governance mode? A dominant vision - structured around Williamson's transactional logic - is identified and then criticized. Instead, an institutional approach to governance is developed. It leads to relativizing the normativity generally attributed to shareholder value, in order to put forward the notion of industrial citizenship. We then adopt a more positive approach, seeking to grasp the impact of listing and the structure of share capital on (i) employment management and work organization and (ii) employee participation in the decision-making process. This study is based in particular on an econometric treatment of the 1998 response survey. The question of the convergence of the European model of corporate governance is finally discussed.