"Comply or explain" without consequences: the case of Turkey

Abstract

In this paper, I attempt to provide an overview of the corporate governance reforms in Turkey, the outcome of the‘comply and explain’ approach based on a voluntary corporate governance code and some of its shortcomings underpinned by the prevailing ownership structures. I will also try to shed some light on one aspect of corporate governance: the role of boards in Turkey and unveil issues related to owner dominated boards of controlled firms. I will then try to explain why compliance with “global” principles would not mitigate the agency problem between the minority shareholders and the board.