Journal Article
Bank corporate governance: a proposal for the post-crisis world
Macey, Jonathan R.; O'Hara, Maureen (2016-08)
The corporate governance problems of banks are qualitatively and quantitatively different from those of other firms. The authors argue that a key factor contributing to this difference is the growing opacity and complexity of bank activities, a trend that has increased the difficulty of managing risk in financial firms. They also cite the governance challenges posed by the holding company organization of banks, in which two boards of directors?the bank?s own board and the board of the holding company that owns the bank?monitor the bank. This paradigm results in significant confusion about the ...
Economic Policy Review , Issue Aug , Pages 85-105

Journal Article
The corporate governance of banks
Macey, Jonathan R.; O'Hara, Maureen (2003-04)
The study argues that commercial banks pose unique corporate governance problems for managers and regulators as well as for claimants on the banks' cash flows, such as investors and depositors. The authors support the general principle that fiduciary duties should be owed exclusively to shareholders. However, in the special case of banks, they contend that the scope of the fiduciary duties and obligations of officers and directors should be broadened to include creditors. In particular, the authors call on bank directors to take solvency risk explicitly and systematically into account when ...
Economic Policy Review , Volume 9 , Issue Apr , Pages 91-107