In
American Corporate Governance Indices as Seen from a European Perspective,
Professor Klaus Hopt provides his insights from a continental European
perspective in response to Bebchuk and Hamdani. Overall, Hopt
believes the article is a "great contribution that may . . . open
up a new legal and politics-of-law discourse" on the measures of corporate
governance. Despite its promise, however, Hopt offers several
differences in the economies of the United States and continental Europe
that warrant closer consideration in Bebchuk and Hamdani’s duel set
of metrics. These unique features of the European system—such
as the increased number of companies with controlling shareholders or
the larger institutional presence of labor on company boards—lead
Hopt to question several aspects of Bebchuk and Hamdani’s analysis
and recommendations. More generally, he wonders if shareholder
structures are "the only or even the major criterion for differentiation"
between the various corporate governance metrics when compared to the
"securities-regulation regime and the financial system of the relevant
country." Finally, Hopt cautions the reader to remember that
however these metrics evolve, they are but one tool of many for "basing
comparative, investment, and even policies decisions" in the world
of corporate governance.