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Sébastien Pouget: The Development of Corporate Governance: Toulouse Companies from the Middle Ages onward

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Abstract: This article studies the emergence and evolution of corporate governance. It focuses on the Toulouse Mills, early exemplars of joint-stock corporations that thrived for approximately six centuries, starting from the Middle Ages onward. Based on extensive archival sources, notably a comprehensive Renaissance corporate statute, we uncover a governance structure that, despite its medieval origins, exhibits striking similarities with current shareholder-oriented governance including tradable shares, limited liability, governing boards, external audits, and shareholder meetings. We also describe some unique governance features including a unique board functioning and a “no-free cash flow” policy. These findings offer insights into ongoing debates surrounding financial history, comparative corporate governance, and institutional economics (Prof. Dr. Lars Börner).

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