This thesis analyses the requirements, including the best practice, for an effective internal control and compliance system in the US and Germany. It depicts the four pillars of an effective system and develops a test to evaluate that effectiveness. Moreover, the book analyses the impact of the American rules in this respect on a German listed stock corporation which is also listed on the NYSE, and the effect of these legal transplants on German corporate governance. The impact of US rules on German corporate governance and the incentives for corporations to implement an effective internal control and compliance system are analysed using a law and economics impact analysis. The results are used to suggest changes to the incentive structure of US and German law in order to induce corporations to implement an effective internal control and compliance system to ensure compliance with the law.