Corporate Governance

Public interest in business ethics rose in the wake of the bankruptcies of Enron and WorldCom and has become even more pronounced since the financial crisis of 2008. RAND takes an active role in improving public understanding of corporate governance and ethics issues, with research evaluating the effects of regulations like Sarbanes-Oxley on U.S. businesses, liability risk in the auditing industry, and the relationship between individual investors and the financial services industry.

Research conducted by: RAND Law, Business, and Regulation; Center for Corporate Ethics and Governance; RAND Europe

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Improving Corporate Ethics

The RAND Center for Corporate Ethics and Governance, or CCEG, is committed to improving public understanding of corporate ethics, law, and governance, and to identifying specific ways that businesses can operate ethically, legally, and profitably at the same time.

All Items (46)

REPORT

Agency, Governance, and Performance in the Securities Industry — Oct 6, 2011

Examines the economics of financial firms, their governance practices, and governance-performance links.

REPORT

For Whom the Whistle Blows: Advancing Corporate Compliance and Integrity Efforts in the Era of Dodd-Frank — Sep 12, 2011

The debate over the new U.S. Securities and Exchange Commission whistleblower rules overshadows a deeper question for corporations and regulators—how best to reconcile strong compliance and internal reporting mechanisms with the incentives created by the Wall Street Reform and Consumer Protection Act to report fraud directly to the SEC.

COMMENTARY

How Whistleblower Rule Enables Corporate Compliance — Jun 14, 2011

The kerfuffle over Dodd-Frank conceals broad agreement that corporate fraud and misconduct are bad and that internal compliance mechanisms are intended to protect companies as well the community at large from bad behavior, write Michael Greenberg and Donna Boehme.

REPORT

Understanding the Security, Privacy, and Trust Aspects of Cloud Computing — Apr 6, 2011

Cloud computing is a model for enabling on-demand network access to a shared pool of computing resources—such as storage and applications—that can be rapidly provisioned with minimal management effort or service provider interaction. RAND Europe explored the security, privacy, and trust challenges that cloud computing poses.

JOURNAL ARTICLE

Board Oversight Role in the Spotlight: What That Means for CECOs — Mar 31, 2011

The RAND Corporation convened a May 12, 2010 Round Table meeting in Washington DC, entitled "Directors as the Guardians of Ethics and Compliance Within the Corporate Citadel: What the Policy Community Needs to Know." The purpose of the meeting was to generate a broad conversation about the role of directors and boards in C&E oversight, and the challenges and opportunities facing directors in this regard.

REPORT

Business-to-Business Arbitration in the United States: Perceptions of Corporate Counsel — Jan 18, 2011

Evidence suggests that arbitration clauses, though common in consumer contracts, are uncommon in commercial contracts, but research on why this may be so is scant. This report presents the findings of a survey and follow-up interviews of corporate counsel that sought to determine their thinking on domestic business-to-business arbitration and its use as an alternative to litigation.

JOURNAL ARTICLE

Boards Have an Important Role as Guardians of Ethics and Compliance — Nov 30, 2010

There is a strong expectation by the U.S. Sentencing Commission (USSC) for boards to be directly involved in compliance and ethics (C&E) oversight, and the reporting relationship between the board and the manager of the compliance and ethics function, the Chief Ethics and Compliance Officer (CECO) is viewed as central to that responsibility.

REPORT

Directors as Guardians of Compliance and Ethics Within the Corporate Citadel — Aug 8, 2010

The collapse of financial markets in late 2008 has invited renewed questions about the governance, compliance, and ethics practices of firms. RAND convened a symposium to explore the perspective and role of corporate boards of directors in overseeing ethics and compliance matters within their firms.

JOURNAL ARTICLE

On the Shoulders of Giants: Directors as Pillars of Rectitude and Compliance in the Corporation — Dec 31, 2009

Directors face newly heightened expectations to recognize and fulfill their responsibilities to oversee the company's management of compliance, ethics, and reputation risks. They must perform compliance and ethics (C&E) oversight, and take on the necessary data-gathering responsibility to understand their firms deeply. Directors should not be operating unassisted when it comes to carrying out their responsibility. Appointing a strong,…

JOURNAL ARTICLE

The Unintended Effects of the Sarbanes-Oxley Act of 2002 — Dec 31, 2009

Evaluates managerial perception of the Sarbanes-Oxley Act of 2002, a stringent rules-based system widely considered the most comprehensive economic regulation since the New Deal.

REPORT

What the Policy Community Should Know About Corporate Compliance, Ethics, and Misdeeds — Apr 27, 2009

Improving corporate compliance, ethics, and oversight has been a significant policy goal for the U.S. government for decades, and made more salient by the collapse of financial markets in late 2008. On March 5, 2009, RAND convened a conference in Washington, D.C., on the role and perspectives of corporate chief ethics and compliance officers in the detection and prevention of corporate misdeeds.

JOURNAL ARTICLE

Evaluating the Contribution of Regulation in the 'Post-Hampton' World — Dec 31, 2008

Discusses a study conducted for the Local Better Regulation Office (LBRO) that evaluated the contribution of local authority regulatory services.

REPORT

A History of Chinese Corporate Governance Sheds Light on Economic Growth and Reform — Dec 3, 2008

As China has moved toward a stronger role for private enterprise and capitalism it has also sought to adopt more Western-style oversight mechanisms and legal standards for corporate governance - a history of which is found here with an examination of attendant problems and their policy implications.

RESEARCH BRIEF

The Evolution of Corporate Governance in China — Nov 21, 2008

Discusses the development of corporate governance institutions in China, including obstacles to the future outlook for Chinese corporate governance.

RESEARCH BRIEF

Investment Advisers and Broker-Dealers — Mar 24, 2008

This research brief describes broker-dealers and investment advisers -- their numbers, size, assets, clients, services, and affiliations -- and examines whether individual investors understand the differences between them.

REPORT

Path to Diversity Success Varies According to Company's History, Culture, Mission — Jan 23, 2008

Companies recognized for exemplary diversity may follow a core set of motives and behaviors, but best practices alone do not always contribute to a high level of diversity.

COMMENTARY

Throw Out the Inside Traders — Jan 17, 2008

Just a few years ago, insider trading was considered "dirty." It was the province of marginal players working on the fringe of the capital markets... But today insider trading has proliferated and gone global, writes Larry Zicklin.

REPORT

Complexity of Industry Makes It Difficult to Distinguish Broker-Dealers & Investment Advisers — Jan 3, 2008

The financial services industry is complex and financial service professionals are becoming less distinguishable and more inter-related. However, investors are generally highly satisfied with their own financial service providers.

REPORT

What is the Effect of Policy on Entrepreneurship and Small Businesses? — Dec 11, 2007

The regulatory environment affects small business differently from the way it affects large ones, sometimes leading to unintended negative consequences. An improved understanding of this effect will help lawmakers develop policy designed to advance entrepreneurship.

REPORT

Responsibility in the Global Information Society — Jun 11, 2007

In a world where information and communication technologies (ICT) are fast becoming ubiquitous and indispensable, the ICT industry has a crucial enabling role in social, economic and human development.

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