- 滋賀大学経済学部研究年報 (ISSN:13411608)
- vol.19, pp.55-74, 2012
This paper describes a genealogy of corporate governance, following the philosophy of Michel Foucault. Genealogy is a way of thinking which delve into a domain of power relations struggling to construct a social reality. Corporate governance, which has emerged as an independent discipline around the 1990s, is interpreted as such a domain. The paper discusses the following four points. Firstly, it analyzes how the discourse of shareholder sovereignty has established its hegemony by referring to historical events as non-discursive constitute and the agency theory as discursive constitute of a knowledge/power relation. Secondly, it attempts to explain the reason why the corporate governance has not been established as an independent discipline until around the 1990s. Especially, the discourse of "managerialism" is focused on. Thirdly, discourses of corporate control focusing on the separation between ownership andcontrol are analyzed to reframe what corporate governance is all about. It suggests that the justification to be governed is the key to corporate governance. Finally, as a result of the genealogy, it argues for the importance of searching for excellent governance in practice. Practices of corporate governance tend to be dominated by a specific power relation, which strangle prudence and freedom of human beings. The genealogy teaches us that the way to escape the oppression is only in the practices seeking for excellentgovernance.