Abstract

BETANCOURT-RAMIREZ, Jose Bernardo; LAGOS-CORTES, Diógenes  and  GOMEZ-BETANCOURT, Gonzalo Eduardo. Hard and soft law in corporate governance: an analysis for the shareholders' meeting. Entramado [online]. 2019, vol.15, n.2, pp.28-44. ISSN 1900-3803.  https://doi.org/10.18041/1900-3803/entramado.2.5480.

This study analyzed the application of some hard and soft law of corporate governance in the shareholders' meeting (frequency of meetings, advance notice in the call, prior information delivered, decisions on bylaws, dividends and election of the fiscal auditor) in a sample of 202 Colombian companies. The sample was obtained through a survey answered by email. The Z test was used to compare proportions in the application of these standards between family and non-family businesses and between different types of companies. It is concluded that the efforts made by entities that promote corporate governance are still far from having a great reception in Colombian companies. This work raises the need to concentrate more and improve efforts to ensure that companies comply at least with binding standards (hard law). given that these laws end up being weak in some of their dimensions (accuracy of the law, mandatory compliance, delegation for their interpretation and implementation in a third party). Likewise, it is desirable to improve corporate governance standards by adopting practices recommended in soft laws, which in many cases are more stringent than the hard law.

JEL Classification: M10, G30, G34.

Keywords : Corporate governance; hard law; soft law; shareholder' meetings; family business.

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