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Explaining corporate adoption of imported governance institutions in Latin America – the case of a voluntary corporate governance code in Peru

Lawrence, John Lewis; (2024) Explaining corporate adoption of imported governance institutions in Latin America – the case of a voluntary corporate governance code in Peru. Doctoral thesis (Ph.D), UCL (University College London). Green open access

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Abstract

In this thesis I explain the compliance behaviour of individual corporations listed on the Peruvian stock exchange when confronted with a new voluntary code of conduct for corporate governance. Between 1999 and 2014, seven Latin American countries imported voluntary corporate governance codes catalysed by the OECD and modelled on the 1992 UK Combined Code (among other influences), despite extensive literature highlighting the inappropriateness of such codes in countries where controlling shareholders predominate. I explore the introduction of a voluntary corporate governance code in Peru in 2014 and provide a new theoretical framework supported by empirical evidence to explain how corporations that are more highly compliant are engaged in complex and idiosyncratic processes of negotiated legitimacy-seeking. These processes, as I show, involve a wide array of international and domestic agencies including the corporations’ own employees. This mixed-methods study of the first seven years of the 2014 code shows that a significant number of corporations registered on the Lima stock exchange are prepared to trade compliance with international best practice standards of governance and increased transparency in their governance for wider participation in the international economy and for access to financial markets. Despite the legacy of concentration in very few hands of the control of corporations and the exclusion of two thirds of the population from a properly functioning wealth-generation market, some Peruvian corporations have shown themselves to be capable of evolving and taking into consideration a wider range of issues beyond their own success and survival. For these firms, the new transparency, commitment to ethical standards and openness to outside scrutiny embedded in the code provide a new institutional platform and language for improved governance, less corruption, and an authentic engagement with society and the environment.

Type: Thesis (Doctoral)
Qualification: Ph.D
Title: Explaining corporate adoption of imported governance institutions in Latin America – the case of a voluntary corporate governance code in Peru
Open access status: An open access version is available from UCL Discovery
Language: English
Additional information: Copyright © The Author 2024. Original content in this thesis is licensed under the terms of the Creative Commons Attribution-NonCommercial 4.0 International (CC BY-NC 4.0) Licence (https://creativecommons.org/licenses/by-nc/4.0/). Any third-party copyright material present remains the property of its respective owner(s) and is licensed under its existing terms. Access may initially be restricted at the author’s request.
UCL classification: UCL
UCL > Provost and Vice Provost Offices > UCL SLASH
UCL > Provost and Vice Provost Offices > UCL SLASH > Faculty of S&HS
UCL > Provost and Vice Provost Offices > UCL SLASH > Faculty of S&HS > Institute of the Americas
URI: https://discovery.ucl.ac.uk/id/eprint/10191978
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