To a considerable extent, then, fostering sound risk-management practices serves the overlapping interests of both shareholders and regulators. The possible divergence of interests comes not in the architecture of risk management but in substantive decisions on risk appetite. How, then, might corporate governance be changed to incorporate risk considerations consistent with micro- and macroprudential regulatory objectives?
One way would be to broaden the fiduciary duties of boards and management. The other, which has already been followed to some degree, is to apply regulatory and supervisory requirements to relevant corporate governance processes. Of course, realization of the first approach would require either changes in state corporate law or amendments to federal securities or financial regulatory statutes.