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Article
Publication date: 11 April 2008

Michael L. McIntyre and Steven A. Murphy

This paper characterizes the role of the board of directors in a more specific way than has been done previously, and uses this characterization to support the argument that, in

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Abstract

Purpose

This paper characterizes the role of the board of directors in a more specific way than has been done previously, and uses this characterization to support the argument that, in some cases, the mandate of an effective board should go beyond the prevention of self‐interested behavior by management. The enlarged role for the board of directors that this paper contemplates carries with it the need to ensure shareholders that the board of directors is not engaging in self‐interested behavior of its own, and posits that requiring the board of directors to report to shareholders on its activities and effectiveness is a potential solution to this problem. The paper seeks to present theoretically grounded ideas on how this might be done in a meaningful fashion.

Design/methodology/approach

This conceptual paper proposes a “short list” of reporting items for boards of directors, derived from a theoretical model that examines board of director performance from a group dynamics perspective.

Findings

This paper proposes measure for board of director performance reporting that are based upon potential active agency roles. The authors suggest that future dialogue regarding board of director performance reporting might be well served by recognizing the limitations of previous research that has found differing and questionable links between board characteristics and organizational outcomes.

Research limitations/implications

The authors suggest that the items derived from the theoretical model for examining board of director performance reporting need to be empirically assessed in terms of their usefulness in a variety of industries and contexts.

Practical implications

The authors argue that active agency roles and functional group dynamics should form the backbone of a board of director performance reporting process.

Originality/value

This paper extends the board of director performance reporting literature by providing a theoretically grounded rationale for measuring and conceptualizing board effectiveness.

Details

Corporate Governance: The international journal of business in society, vol. 8 no. 2
Type: Research Article
ISSN: 1472-0701

Keywords

Article
Publication date: 10 November 2023

Sattar Khan and Yasir Kamal

This paper aims to investigate the impact of the revised Code of Corporate Governance 2017 (CCG-2017) clauses pertaining to board independence, mandatory inclusion of female…

Abstract

Purpose

This paper aims to investigate the impact of the revised Code of Corporate Governance 2017 (CCG-2017) clauses pertaining to board independence, mandatory inclusion of female directors, audit committee (AC) chair independence and directors’ expertise on earnings manipulation.

Design/methodology/approach

Using an unbalanced panel of 323 listed companies from 2015 to 2019, this study uses panel data regression models with a robust methodology called difference-in-differences to tackle the potential endogeneity.

Findings

This study’s findings show that, as compared to the pre-CCG-2017 period, board- and AC-related variables increased significantly in the post-CCG-2017 period. Furthermore, financial experts on the board and board independence have a negative effect on discretionary accruals (DAs), whereas female directors and DAs are positively related, as is real activity manipulation. The AC-related variables, such as AC independence, expertise in AC, and AC chair independence, are significantly different from the preperiod to the postperiod, whereas their relationship is not according to the hypotheses of the study. Moreover, these results are robust to additional analysis of the alternative proxies for female directorship and the endogeneity problem.

Practical implications

The findings of this study have implications for regulators and practitioners who are concerned with the functions of the board of directors (BOD). The findings of this research study show that earnings management (EM) may be reduced by independent and expert directors. However, board gender diversity is not reducing the EM. Therefore, the decision to appoint female directors to the board should be based on their business and professional attributes rather than simply filling quotas or blindly adhering to regulations. Moreover, the findings of this research may assist the regulator in encouraging listed firms to enhance board governance via independence, diversity and competency, which are useful for effective monitoring.

Originality/value

This study fills a gap in the literature by providing the first evidence of country-specific regulation (CCG-2017), concerning the BOD and AC-related clauses on EM in Pakistan, which is missing in the relevant literature general and in Pakistan in particular.

Details

Corporate Governance: The International Journal of Business in Society, vol. 24 no. 4
Type: Research Article
ISSN: 1472-0701

Keywords

Article
Publication date: 1 November 2018

Renée M. Thompson, Philmore Alleyne and Wayne Charles-Soverall

The purpose of this paper is to examine corporate governance (CG) issues among boards of directors (BODs) in Barbados’ state-owned enterprises (SOEs) by utilizing agency and…

Abstract

Purpose

The purpose of this paper is to examine corporate governance (CG) issues among boards of directors (BODs) in Barbados’ state-owned enterprises (SOEs) by utilizing agency and institutional theories as the theoretical framework.

Design/methodology/approach

This research adopts a mixed methods approach using quantitative and qualitative methods. Data are collected in five stages including data initially from a governance workshop attended by BODs. The findings are presented and feedback obtained in subsequent stages including several seminars attended by BODs, government officials, regulators and other stakeholders.

Findings

BODs perceive that they perform their roles and responsibilities in an effective and efficient manner, influence decision making, exercise control in SOEs and conduct well-organized meetings. However, respondents from the various stages report that there is lack of accountability and transparency, inadequate disclosure, lengthy board meetings resulting in excessive delays in decision making, unclear accounting and auditing guidelines, and a lack of training in financial and CG matters. Political interference, board appointment and composition are also cited as major concerns.

Research limitations/implications

Suggestions include reduced political interference, increased training, following OECD (2005) best practices and greater accountability.

Originality/value

The paper extends the literature on CG in BODs in SOEs in emerging economies. This study utilizes the agency and institutional frameworks to understand the phenomenon.

Details

International Journal of Public Sector Management, vol. 32 no. 3
Type: Research Article
ISSN: 0951-3558

Keywords

Article
Publication date: 8 July 2021

Afef Khalil

The purpose of the study is to examine the relationship between the board of directors (BODs) and the Shariah board (SB) and assess its impact on the financial soundness of

Abstract

Purpose

The purpose of the study is to examine the relationship between the board of directors (BODs) and the Shariah board (SB) and assess its impact on the financial soundness of Islamic banks (IBs).

Design/methodology/approach

The authors use a regression model to test the effects of the relationship between the BOD and the SB on the financial soundness of IBs by applying a panel data set of 61 IBs, covering 18 countries from 2008 to 2014. The dependent variable is the Z-score indicator. To test the robustness of the results, the authors use dependent variables other than the Z-score [A rating of Capital adequacy (C), Asset quality (A), Management (M), Earnings (E), Liquidity (L), and Sensitivity (S) (CAMELS)] for 2018.

Findings

The results show that meetings between directors and SB members significantly reduce the financial soundness of IBs. The relationship between the BOD and the SB increases conflicts of interest and agency costs. However, a representation of the SB at the BOD meetings and vice versa does not affect financial soundness. The Accounting and Auditing Organization for Islamic Financial Institutions and the Islamic Financial Services Board corporate governance standards do not require the presence of the SB representative at the BOD meetings or vice versa, which justifies the results.

Practical implications

This study attempts to fill gaps in the literature by investigating the impact of meetings between the SB and the BOD on the financial soundness of IBs across the world. The results suggest that the BOD’s frequent interference in the affairs of the SB can have adverse effects on IBs and should be avoided.

Originality/value

The authors depart from the previous literature by using three new characteristics that link the BOD to the SB. Methodologically, the authors use three new measures to evaluate this relationship and its effect on the financial soundness of IBs. This study is unique because it explores the comparative impacts of the presence of a SB representative at the BOD meetings and a director at the SB meetings and meetings between the two governing boards of IBs.

Details

Journal of Islamic Accounting and Business Research, vol. 12 no. 5
Type: Research Article
ISSN: 1759-0817

Keywords

Article
Publication date: 17 April 2007

Steven A. Murphy and Michael L. McIntyre

This paper proposes mainly that boards of directors (BOD) are teams that share characteristics with many other kinds of teams. As a consequence, some of the factors that lead to

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Abstract

Purpose

This paper proposes mainly that boards of directors (BOD) are teams that share characteristics with many other kinds of teams. As a consequence, some of the factors that lead to board effectiveness are the same factors that lead to team effectiveness in general. By integrating the organizational behaviour literature on teams with the governance literature, a comprehensive model of BOD performance is proposed.

Design/methodology/approach

This conceptual paper proposes a model to assess the performance of a board and situates board performance as one input into firm performance.

Findings

This paper outlines the dynamic interplay between board characteristics, functionality and performance and proposes a comprehensive model, based largely on the group dynamics literature.

Research limitations/implications

Suggests that future research attempt to empirically address some (or all) of the items in the conceptual model. Acknowledges that operationalizing certain variables will prove challenging, but suggests that ethnographic accounts of how these variables (and potentially others) interact may be a valuable first step in more fully understanding board composition, functioning and performance.

Practical implications

It is argued that by extending traditional passive agency roles, BOD may be able to provide a wider range of contributions to enhance shareholder value.

Originality/value

This interdisciplinary paper integrates the group dynamics literature with the governance literature to propose a comprehensive model of BOD performance.

Details

Corporate Governance: The international journal of business in society, vol. 7 no. 2
Type: Research Article
ISSN: 1472-0701

Keywords

Book part
Publication date: 15 August 2007

Imants Paeglis and Dogan Tirtiroglu

Some commentators suggest that the Wall Street views family firms with scepticism. The appointment of independent directors to form a majority on a firm's board of directors

Abstract

Some commentators suggest that the Wall Street views family firms with scepticism. The appointment of independent directors to form a majority on a firm's board of directors should constitute a strong signal to the market of a family firm's willingness to be monitored objectively and thus should alleviate Wall Street's scepticism. This is likely to be more important for the newly public family firms than for mature family firms since outsider-domination on the board pre-dates the involvement of other outsiders, such as underwriters, financial analysts, or institutional investors. Whether the presence of an independent board alleviates the market's scepticism may be evident in the responses of various external monitoring entities to the newly public family and non-family firms. Using a hand-collected sample of newly public firms, we cast brand-new light on whether an independent board provides any advantage to the newly public family firms in underwriter reputation, analyst coverage, and investment by institutional investors over newly public non-family firms. We find that independence of board of directors is overall a positive signal and that while the independence of board is more important than the independence of management for underwriters and financial analysts, the reverse is the case for institutional investors.

Details

Issues in Corporate Governance and Finance
Type: Book
ISBN: 978-1-84950-461-4

Article
Publication date: 25 January 2022

Kai Wang, Massimiliano Matteo Pellegrini, Cizhi Wang, Hejun Fan and Jiamu Sun

An increased globalisation pushes forward the study of international entrepreneurship that however has been mainly analysed at a macro-environmental and an individual level. The…

Abstract

Purpose

An increased globalisation pushes forward the study of international entrepreneurship that however has been mainly analysed at a macro-environmental and an individual level. The authors want instead identify the determinants of international entrepreneurship from a firm-level perspective, specifically in relation to the key decision-making entity – the board of directors. The authors focused on the overall composition of the board of directors in terms of gender diversity and how this affects multi-subject decision-making when it comes to international entrepreneurship.

Design/methodology/approach

Based on entrepreneurial decision-making and the neo-institutional theory, the authors analyse the relationship between gender diversity in boards of directors and firms' international entrepreneurship, assessing how state ownership and ownership concentration moderate this relationship. Using a sample made up of China's listed companies from 2009 to 2018, the authors empirically test the main effect and the moderating effects.

Findings

International entrepreneurship is less prevalent in firms with more female directors, but in terms of quality of the decisions, these boards perform better. State ownership and ownership concentration can strengthen and weaken the relationship between the presence of female directors and the intensity of international entrepreneurship, respectively.

Originality/value

Firstly, the authors draw attention to the implications of gender diversity in boards of directors, calling for further studies on communication and collaboration patterns within multi-subject decision-making. Secondly, the authors’ conclusions enrich academic literature on female directors by exploring the roles they play in firms' decision-making when it comes to international entrepreneurship.

Details

International Journal of Entrepreneurial Behavior & Research, vol. 28 no. 3
Type: Research Article
ISSN: 1355-2554

Keywords

Article
Publication date: 1 May 2015

Thomas Crispeels, Jurgen Willems and Paul Brugman

The purpose of this study is to investigate the relationship between organizational characteristics and presence in a board-of-directors (BoD)-network, in the context of the…

Abstract

Purpose

The purpose of this study is to investigate the relationship between organizational characteristics and presence in a board-of-directors (BoD)-network, in the context of the biotechnology industry. Accessing and integrating external knowledge is key to an organization’s success within innovative industries. This can occur through inter-organizational networks such as the BoD-network.

Design/methodology/approach

The authors apply a network analysis method (Robins and Alexander, 2004) and a logistic regression to a proprietary database of Belgian biotechnology organizations.

Findings

The authors conclude that some organizational characteristics influence the presence of a biotechnology organization in the regional BoD-network. Academic spin-offs, start-ups and small companies are more likely to be part of the regional biotechnology BoD-network. The authors also observe that organizations involved in innovative activities are prominently present in the BoD-network. Interestingly, key actors like universities or academic hospitals are less present in the network.

Research limitations/implications

The authors show that studying full networks and heterogeneous groups of organization leads to a better understanding of the causal mechanisms and dynamics of inter-organizational networks. To better understand the network dynamics in a context as complex as the biotechnology industry, multiple networks need to be studied simultaneously.

Practical implications

The findings in this study allow for the development of policies addressing knowledge transfer, diffusion of management and governance practices, and the initiation and management of collaborative projects through the BoD-network. The authors observe a self-reinforcing dependency between innovative activities and BoD-network membership. This implies that policies aimed at stimulating innovation should also aim at increasing the target organizations’ presence in the BoD-network. Analyzing an organization’s innovative activities and position in the BoD-network allows for identifying those organizations that contribute most to the region’s knowledge transfer network and innovative capacity.

Originality/value

The authors combine two different research streams and are the first to study the complete BoD-network of a biotechnology industry agglomeration.

Details

Journal of Business & Industrial Marketing, vol. 30 no. 3/4
Type: Research Article
ISSN: 0885-8624

Keywords

Book part
Publication date: 1 October 2015

Ikseon Suh and Joseph Ugrin

This study investigates how disclosure of the board of directors’ leadership and role in risk oversight (BODs oversight disclosure) influences investors’ judgments when…

Abstract

This study investigates how disclosure of the board of directors’ leadership and role in risk oversight (BODs oversight disclosure) influences investors’ judgments when information on risk exposures is disclosed. The theoretical lens through which we examine this issue involves negativity bias. Sixty-two stock market investors who engage in the evaluation and/or investment of stocks on a regular or professional basis participated in our study. Our results reveal that the addition of BODs oversight disclosure (positive information) does not carry significant weight on investor judgments (i.e., attractiveness and investment) when financial statement disclosures indicate a high level of operational and financial risk exposures (negative information). In contrast, under the condition of a low level of risk exposures, BODs oversight disclosure causes investors to assess higher risk in terms of worry, catastrophic potentials and unfamiliarity about risk information and, in turn, make less favorable investor judgments. Our findings add to the literature on negativity bias and contribute to the debate on the usefulness of disclosures about risk.

Details

Advances in Accounting Behavioral Research
Type: Book
ISBN: 978-1-78441-635-5

Keywords

Article
Publication date: 5 February 2024

Hasan Mukhibad, Doddy Setiawan, Y. Anni Aryani and Falikhatun Falikhatun

This study aims to investigate the effect of the diversity of the board of directors (BOD) and the shariah supervisory board (SSB) on credit risk, insolvency, operations…

Abstract

Purpose

This study aims to investigate the effect of the diversity of the board of directors (BOD) and the shariah supervisory board (SSB) on credit risk, insolvency, operations, reputation, rate of deposit return risk (RDRR) and equity-based financing risk (EBFR) of Islamic banks (IB).

Design/methodology/approach

The study uses 68 IBs from 19 countries covering 2009 to 2019. BOD and SSB diversity attributes data were hand-collected from the annual reports. Financial data were collected from the bankscope database. The robustness test and two-step system generalized method of moment estimation technique were used to address potential endogeneity issues.

Findings

This study provides evidence that diversity in the experience and cross-membership of board members decreases the risk. Gender diversity increases the risk, but the BOD’s education level diversity has no relationship with risk. More interestingly, influences in the experience and cross-membership of the SSB’s members positively influence risk. However, members’ education levels and gender diversity have not been proven to affect risk.

Practical implications

The paper recommends that Islamic banking authorities play a stronger role and make a greater effort in driving corporate governance reform. Also, determining individual characteristics of the board is a requirement to become a member of a BOD or an SSB.

Originality/value

This paper expands the commitment literature through the diversity of the BOD’s and the SSB’s members in terms of their education levels, experience, cross-membership and gender. This study expands the list of potential risks for IBs, by including the RDRR and EBFR.

Details

Corporate Governance: The International Journal of Business in Society, vol. ahead-of-print no. ahead-of-print
Type: Research Article
ISSN: 1472-0701

Keywords

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