The first version of the UK Corporate Governance Code (the UK Code) was produced in 1992 by the Cadbury Committee. It is defined in its paragraph 2.5 that Corporate governance is the system by which companies are directed and controlled. Corporate governance is therefore about what the board of a company does and how it sets the values of the company. The UK Code is part of a framework of legislation, regulation and best practice standards which aims to deliver high quality corporate governance with in-built flexibility for companies to adapt their practices to take into account their particular circumstances. The UK Code consists of principles (main and supporting) and provisions. Boards must continue to think comprehensively about their overall tasks and the implications of these for the roles of their individual members. One of the ways in which constructive debate can be encouraged is through having sufficient diversity on the board. This includes, but is not limited to, gender and race. The boards of listed companies will need to ensure that executive remuneration is aligned to the long-term success of the company and demonstrate this more clearly to shareholders. Chairmen are encouraged to report personally in their annual statements how the principles relating to the role and effectiveness of the board have been applied. The “comply or explain” approach is the trademark of corporate governance in the UK. The Listing Rules of the UK require companies to apply the Main Principles and report to shareholders on how they have done so. The German Corporate Governance Code (the German Code) presents essential statutory regulations for the management and supervision (governance) of German listed companies. The German Code addresses listed corporations and corporations with capital market access pursuant to Section 161 (1) sentence 2 of the Stock Corporation Act. A dual board system is prescribed by law for German stock corporations. The Management Board is responsible for managing the enterprise. The Supervisory Board appoints, supervises and advises the members of the Management Board and is directly involved in decisions of fundamental importance to the enterprise. The recommendations of the German Code are marked in the text by use of the word "shall(soll)". Companies can deviate from them, but are then obliged to disclose this annually and to justify the deviations (“comply or explain”). The German Code contains suggestions which can be deviated from without disclosure; for this the German Code uses the term "should(sollte) or can(kann)". The Corporate Governance Code for financial institution has been enacted by FSC(Financial Services Commission) in Korea. It is necessary to consider the cases of the Corporate Governance Code in the UK and Germany.