Law without Order in Chinese Corporate Governance Institutions

Clarke, Donald C. | January 1, 2010

The substantive norms of Chinese corporate governance have been studied extensively inside and outside China. Yet much less attention has been paid to the Chinese institutional environment that determines whether and how far those norms will be made meaningful. While complaints about general lack of enforcement are common, less common are analyses that concretely tie institutional capacity to specific enforcement problems. This Article aims to fill that gap. It surveys a number of state and non-state channels for the enforcement of corporate governance rules and standards in China, from markets to regulatory bodies, looking at the specific capacities of each. It concludes by finding that both state and non-state institutions are surprisingly ineffective in their contributions to corporate governance. In addition, while the state, for political reasons, prefers to leave enforcement to state regulatory bodies, its repression of civil society institutions is so severe that even a modest relaxation could have substantial benefits.