Journal of Accounting and Management Information Systems (JAMIS)


Steps to convergence - the Romanian governance codes and the companies’ degree of compliance

Supp/2007 ,   p 804..816

Author(s):  
Voicu-Dan DRAGOMIR


Keywords:   Company Law, corporate governance, emerging markets, European regulations, legal convergence

Abstract:  

This study seeks to estimate the degree of convergence between the Romanian and the European regulatory framework concerning corporate governance, up to the 1st of March 2007. Lately, the national Company Law has been modernized in order to meet the companies’ needs for extended governance choice and the investors’ requests for full disclosure. Romanian joint-stock companies are regulated mainly through the Company Law 31/1990, which is a comprehensive regulatory framework governing the creation, organization, functioning, modification and liquidation of all types of companies. We devise a critique of the main aspects concerning investor protection through the Company Law, starting with the definition of corporate governance and the description of compliance mechanisms. We then compare the 2004 form of the Law and two other so-called corporate governance codes, bearing only archaic and inefficient traits of corporate governance, with its modernized form (as amended in 2006), benchmarked against the European Council’s Recommendations and several Expert Reports.



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