The Specificity of Corporate Governance in Small States: Institutionalization and Questioning of Ownership Restrictions in Switzerland and Sweden

For a long time, the literature on corporate governance has been dominated by analyses of the relations between shareholders and management and was concerned with very restrictive issues, such as the way shareholders could monitor management to act in their interests. However, recent studies have increasingly adopted a broader view. In this new perspective, corporate organization is not only determined by an efficiency logic (minimization of transaction or agency costs) but also by institutional factors (Jackson, 2001). Corporate governance is thus embedded in national institutions and can be broadly defined as the interactions between the central actors of companies (owners, managers, and workers), codified in some regulatory framework (company law, financial market regulations, and labor law) produced by the state or by collective actors.