Faux Convergence in Asian Corporate Governance: Unmasking the Illusion of Anglo-American Transplants

This chapter challenges simplistic narratives of global corporate governance convergence by examining the complex reality of corporate governance in Asia. We introduce the concept of "faux convergence," where jurisdictions adopt the outward form of Anglo-American governance mechanisms while adapting their substance and function to serve local purposes. Through in-depth analysis of independent directors, derivative actions, and stewardship codes across major Asian jurisdictions, we demonstrate how superficial similarity in form often masks significant diversity in function. We argue that understanding this pattern of faux convergence is crucial for developing more nuanced taxonomies of comparative corporate governance. 

The chapter emphasizes the value of inter-Asian comparisons, which reveal local factors shaping governance outcomes that might be overlooked in broader East-West comparisons. By examining how different Asian jurisdictions have adapted similar governance mechanisms, we uncover insights into the dynamics of formal legal transplants and functional jurisdiction-specific practices in comparative corporate law and governance. We contend that embracing the complexity revealed through inter-Asian comparisons and the faux convergence framework can significantly advance the field of comparative corporate law.

Ultimately, we argue for moving beyond simplistic global convergence theories towards more contextual, pluralistic frameworks that better reflect the complexities of corporate governance in a globalized-cum-regionalized world. We conclude that the future of comparative corporate law lies in careful, contextual analysis and recognition of faux convergence, with inter-Asian comparisons offering a powerful tool for achieving this goal.