Interesting new paper from Brian Cheffins:
This paper discusses why a "corporate governance movement" that commenced in the United States in the 1970s became an entrenched feature of American capitalism and describes how the chronology differed in a potentially crucial way for banks. The paper explains corporate governance’s emergence and staying power by reference to changing market conditions and a deregulation trend that provided executives with unprecedented managerial discretion as the 20th century drew to a close. With banking the historical pattern paralleled general trends in large measure. Still, while the "imperial" CEO who surged to prominence in the 1980s became outmoded for the most part after corporate scandals at the start of the 2000s, this was not the case with large financial companies. The continued boldness of "star" CEOs in the financial services industry plausibly contributed to the market turmoil of 2008 but the financial crisis emphatically ended this corporate governance "free pass" banks had enjoyed.
Cheffins, Brian R., The Corporate Governance Movement, Banks and the Financial Crisis (December 1, 2013). University of Cambridge Faculty of Law Research Paper No. 56/2013; ECGI - Law Working Paper Forthcoming. Available at SSRN: http://ssrn.com/abstract=2365738