7.1 Introduction

"The principle of 'comply or explain' is a central element of EU corporate governance. So it is important to have a common understanding of the principle's scope and of the conditions that need to be put in place for it to work effectively" (Quote of Internal Market and Services Commissioner Charlie McGreevy in press release of 6 March 2006 on the statement of the European Corporate Governance Forum regarding the comply or explain principle).

Through i.a. Directive 2006/46/EC and national corporate governance codes, the comply or explain principle has indeed become a central element in the corporate governance of the European Union. Nevertheless, a common understanding of the scope and necessary conditions for it to work effectively has not yet been reached and is still a relevant matter of discussion. This is also strengthened by the 2011 EU Green Paper on corporate governance stating that it is now time to consider how to improve current practice (EU Green Paper 2011, p. 3). The underlying study intends to contribute to this and, as a matter-of-course, has the principle itself as its central focus. The thesis has three different viewpoints, i.e. judicial, economical and practical (empirical), which are constantly combined or confronted, in which respect cultural dimensions are acknowledged as well. The incorporating of theoretical research with research on the comply or explain principle in practice (based on five countries: Belgium, Germany, Italy, the Netherlands and the UK) has resulted in a study with three parts. The outline of the research is as follows:

The central research question is:

As concluded from legal and empirical comparative research and whilst arguing for a 'one size does not fit all' approach and 'made to measure' code compliance: how can a common understanding of the comply or explain principle's scope and its most effective form be reached within the EU corporate governance framework?

The research questions related to the specific chapters and research parts are:

This concluding chapter summarises the research parts and underlying chapters 2 to 6 in section 7.2. Thereafter section 7.3 describes the conclusions to the research questions together with the recommendations. Sections 7.4 and 7.5 contain suggestions for future research as well as final remarks.