From Cadbury to Kay: Discourse, intertextuality and the evolution of UK corporate governance

Michael Price, Charles Harvey, Mairi Maclean, David Campbell

Research output: Contribution to journalArticlepeer-review

17 Citations (SciVal)
225 Downloads (Pure)


Purpose: The purpose of this paper is to answer two main research questions. First, the authors ask the degree to which the UK corporate governance code has changed in response to both systemic perturbations and the subsequent enquiries established to recommend solutions to perceived shortcomings. Second, the authors ask how the solutions proposed in these landmark governance texts might be explained. Design/methodology/approach: The authors take a critical discourse approach to develop and apply a discourse model of corporate governance reform. The authors draw together data on popular, corporate-political and technocratic discourses on corporate governance in the UK and analyse these data using content analysis and the historical discourse approach. Findings: The UK corporate governance code has changed little despite periodic crises and the enquiries set up to investigate and make recommendation. Institutional stasis, the authors find, is the product of discourse capture and control by elite corporate actors aided by political allies who inhabit the same elite habitus. Review group members draw intertextually on prior technocratic discourse to create new canonical texts that bear the hallmarks of their predecessors. Light touch regulation by corporate insiders thus remains the UK approach. Originality/value: This is one of the first applications of critical discourse analysis in the accounting literature and the first to have conducted a discursive analysis of corporate governance reports in the UK. The authors present an original model of discourse transitions to explain how systemic challenges are dissipated.

Original languageEnglish
Article number10
Pages (from-to)1542-1562
Number of pages21
JournalAccounting, Auditing and Accountability Journal
Issue number5
Early online date12 Jun 2018
Publication statusPublished - 18 Jun 2018


  • Accountability
  • Combined code
  • Critical discourse analysis
  • Disclosure
  • Discourse-historical approach
  • Elites
  • Governance
  • Intertextuality
  • Trust

ASJC Scopus subject areas

  • Accounting
  • Economics, Econometrics and Finance (miscellaneous)


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