Corporate governance in listed companies and market-driven management

For listed companies, capital market orientation is conditioned by the dominance of insider or outsider systems, by the parties that appoint the governance organs and by the stakeholders that are represented in the administrative and supervisory organs. This paper aims to underline the differences existing in Usa (representative of outsider system and one-tier corporate governance model), in Germany (representative of insider system and two-tier 'Rhenish' corporate governance model), in Italy (representative of insider system and choice among one-tier, vertical two-tier and horizontal two-tier corporate governance model)