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Drawing on new insights from the perspectives and experiences of board members, the purpose of this study is to determine the board attributes that influence board roles in improving the integration of corporate social responsibility (CSR) into corporate governance structures. In total, 10 in-depth semi-structured interviews were conducted with directors of listed Jordanian companies to explore their perceptions of the effect of board of directors' composition on CSR and CSR disclosure (CSRD). The key findings show that boards with a diverse range of directors is essential independent/nonexecutive members, directors with business and/or accounting backgrounds, and foreign members to determine if they aim to better manage their CSR. To take CSR to the next level in the Arab region, we need to strengthen corporate governance mechanisms, and put more pressures on companies to make changes in board composition. For example, we suggest that companies that appoint business-educated and foreign members to their boards tend to engage in more impactful social and environmental-related activities and reflect their sustainable development more effectively. The study responds to calls for further research adopting qualitative methods, such as case studies and interviews in order to obtain a complete and in-depth understanding of the influence of board composition on CSR/CSRD. The findings provide useful insights for practice, policymakers, and future research.

This study aims to explore the evolutionary trajectory of American corporations and their governance over the past few centuries, using a multidisciplinary investigative approach. The research focuses on the American business landscape because it has played a pivotal role in shaping the field of corporate governance theory and practice.

The author thoroughly investigates archival records, legal documents, academic publications, reputable databases and pertinent literature to unearth valuable insights into the key events that have influenced the evolutionary path of American corporations and their governance throughout history.

Delving into the evolutionary journey of American corporations and their governance reveals a multifaceted narrative, enhancing our comprehension of the impact of the external socio-economic environment, and the effectiveness and limitations of established corporate governance paradigms in addressing such transformations. This introspection establishes the groundwork for ongoing discussions concerning how corporate governance should adapt to meet the evolving needs and expectations of stakeholders and society as a whole, with a specific focus on the pivotal role that boardrooms could play in this regard.

The insights gained from this analysis offer practitioners a foundational resource to understand corporate governance in a complex business landscape. Armed with this understanding, practitioners can better align governance strategies with both historical context and contemporary requirements.

The research has significant social implications in the sense that history highlights the importance of the society in influencing corporate governance practices. It specifically emphasizes the need for the board of directors to consider both shareholder value and social responsibility, while also fostering public trust and confidence.

Many corporate governance concepts are often used with limited understanding of their initial intent, resulting in their unquestioned adoption. In this paper, the author offers a contextual exploration of historical events that have contributed to the development of these diverse corporate perspectives. To the best of the author’s knowledge, there are exceedingly few, if any, papers that present comparably insightful and multidisciplinary insights into the evolutionary path of corporations and their governance, especially within a dynamic and influential market like that of the USA.

This study aims to investigate how the presence of female executives on the board affects a company’s capital structure decisions. The critical mass of female executives on the board was also considered to observe their impact on capital structure.

Samples were taken from nonfinancial sector companies listed on the Indonesia Stock Exchange between 2012 and 2021 (3,707 firm-year observations). Capital structure was measured using four approaches, namely, debt-to-total asset ratio (DAR), debt-to-equity ratio (DER), short-term debt-to-total assets (STD) and long-term debt-to-total assets (LTD). The data were analyzed using panel data regression analysis, including a fixed effects model with clustered standard errors.

The presence of female executives on the board is significantly negatively related to capital structure as measured by DER and STD. The critical mass of women provided no evidence of a relationship with a firm’s capital structure. Robustness checks were performed, and the results were consistent with those in the main analysis.

Female executives can be appointed to management boards when determining a strategy to achieve the capital structure desired by a company.

This study increases the diversity of research in corporate governance by synthesizing various indicators from female executives into a single study to determine their relationships with companies’ capital structures. In addition, this study stands out by incorporating four distinct indicators for assessing capital structure and diverging from the norm observed in many other studies, many of which rely on just two indicators: DAR and DER. Moreover, it strongly emphasizes the unique economic, legal, social and cultural landscapes of developing countries like Indonesia in comparison to their developed counterparts, particularly Western nations.

European Parliament adopted a new directive on gender balance in corporate boards when by 2026, companies must employ 40% of the underrepresented sex into non-executive directors or 33% among all directors. Therefore, this study aims to analyze the impact of gender diversity (GD) on board of directors and the shareholders’ structure and their impact on the likelihood of company bankruptcy during the COVID-19 pandemic.

The data sample consists of 1,351 companies for 2019 and 2020, of which 173 were large, 351 medium-sized companies and 827 small companies. Three bankruptcy indicators were tested for each company size, and extreme gradient boosting (XGBoost) and logistic regression models were developed. These models were then cross-validated by a 10-fold approach.

XGBoost models achieved area under curve (AUC) over 98%, which is 25% higher than AUC achieved by logistic regression. Prediction models with GD features performed slightly better than those without them. Furthermore, this study indicates the existence of critical mass between 30% and 50%, which decreases the probability of bankruptcy for small and medium companies. Furthermore, the representation of women in ownership structures above 50% decreases bankruptcy likelihood.

This is a pioneering study to explore GD topics by application of ensembled machine learning methods. Moreover, the study does analyze not only the GD of boards but also shareholders. A highly innovative approach is GD analysis based on company size performed in one study considering the COVID-19 pandemic perspective.

Taking a dynamic endogenous perspective, this study aims to examine neglected endogeneity issues in the relationship between corporate social responsibility (CSR) and brand value and the relationship’s moderation by corporate governance.

The study uses the three-stage least squares (3SLS) method on 990 samples of the 110 most valuable listed companies published by the World Brand Lab for 2013–2021 to empirically test the two-way interactive endogenous relationship between CSR and brand value.

The findings reveal that increasing investment in CSR increases brand value in the current period, which prompts companies to reduce investment in social responsibility, resulting in a decline in future brand value. Concerning the moderating effect of corporate governance variables, the size of the board of directors and the board’s proportion of independent directors positively regulate the relationship between CSR and brand value. By contrast, the proportion of executive shareholdings has a negative impact.

This study’s findings complement previous studies on endogeneity in the relationship between CSR and brand value, and enrich the literature on corporate governance, CSR and brand value as a whole. In addition, the study uses the 3SLS method, which avoids endogeneity problems and eliminates the one-sidedness of the subjective selection of instrumental variables.

The aim of our study is to explore the nexus between the gender composition of board and firm financial performance. We use the data of 114 listed banks from 10 Asian emerging economies. Data were extracted from the DataStream for the year 2012–2021. We apply fixed effect model to analyze the data. In addition, we use generalized method of moments (GMM) to verify our main findings. We find that both proxies of board gender composition which are the proportion of female board members and the percentage of female executives on the board have a significant impact on banks' financial performance. Findings suggest that female representation on board provides more insights of monitoring and optimal advisory capabilities and, therefore, gender-diversified board enhances firm performance. Females are more active in business matters and take more interests to fulfill their responsibilities. The results of our study provide useful signals for corporate and regulatory policymakers. Board gender disparities between enterprises should be better understood by all stakeholders to have the optimal combination of board members that ultimately lead to better performance of the firm.

This paper aims to analyze the thematic content of research addressing the relation between board of directors (BoD) and business transformation (BT) to obtain better understanding of status and to derive future areas of study.

This paper reviews literature through a bibliometric analysis based on co-occurrence of articles published in Web of Science Core Collection ™ (WoS) between 1990 and 2022, identifying key concepts, setting network of relations and identifying the strategic importance of clusters of concepts. Findings and implications are discussed, future lines of research are presented and limitations are noted.

Thematic research on boards addressing transformation shifted from the analysis of individuals' traits to an organizational approach with majority of research centered on the role of boards under different theories and the consequences of strategic changes on firm's performance. Further research is around gender diversity, sustainability and the moderating role of ownership structure and business culture.

Some limitations are also noted. This analysis considered articles indexed by WoS for Q1+Q2 publications as source of literature, while including others such as Scopus would increase knowledge base. Also, to identify main streams of research, the authors considered keywords with cumulative occurrence spanning from 30% to 40% while increasing this percentage would add terms that might improve precision to the connections among keywords. Other techniques could have been used such as co-citation or bibliographic coupling, although the authors find these as better suited to investigate the basic structure behind the foundational knowledge of the topic while the authors’ intention was to understand the positioning of study fields regarding the degree of research progress.

This paper presents some practical implications for future researchers. Those who wish to leverage previous evidence to address new research questions might look into principal themes covering BoD dynamics and composition to exert CG, and the relation between strategic decisions and performance measured by different variables. Those who wish to position their research as new findings to shed light on dilemmas, might find opportunities in the fields of climate change-sustainability, R&D for growth and innovation under the perspective of intangible assets.

This paper, is the first to the best of the authors’ knowledge, to identify research clusters for the intersection of boards and transformation and to determine their stage of development.

本文旨在分析探討董事會與業務轉型之間的關係的學術研究的專題內容，以能對有關課題的研究狀況有更深入的了解，並擬從分析中取得未來可供研究的範疇。

本文透過科學計量分析法來進行文獻探討。方法乃基於在1990年至2022年期間在Web of Science Core Collection 刊載的學術論文的共現分析而進行; 透過這個研究方法，研究人員建立了聯繫的網絡，並確認了各個概念群組的策略重要性。在本文中，研究結果和研究結果帶來的啟示會被討論，未來的研究領域和方針也會得到說明，研究的局限也會被認定和記錄下來。

探討董事會而又涉及業務轉型的專題研究，由當初集中探討董事個人的特質、轉移到現在研究整體的組織理念和處事取向，而就後者來說，大部份的研究都集中於在不同的理論框架裡董事會所扮演的角色，以及因策略上的改變而為公司的業績帶來的影響。進一步的學術研究都是圍繞著性別多元化、可持續性、所有權結構所扮演的緩和角色和商業文化的研究。

盡我們所知，本文乃為首篇學術論文，去鑑定關於董事會與業務轉型之間的關聯的研究集群，也是首篇學術論文，去確定這些研究集群的發展階段。

This study aims to investigate the effects of board cultural diversity (BCD) and board gender diversity (BGD) of the board of directors on environmental, social and governance (ESG) performance in the European banking sector using resource-based view (RBV) theory. In addition, this study analyses the linkages between BCD and BGD and knowledge sharing on the board of directors to improve ESG performance.

This study selected a sample of European-listed banks covering the period 2021. ESG and diversity variables were collected from Refinitiv Eikon and analysed using the ordinary least squares model. This study was conducted in the European context regulated by Directive 95/2014/EU, which requires sustainability disclosure. The original population was represented by 250 banks; after missing data were excluded, the final sample comprised 96 European-listed banks.

The findings highlight the positive linkages between BGD, BCD and ESG scores in the European banking sector. In addition, the findings highlight that diversity contributes to knowledge sharing by improving ESG performance in a regulated sector. Nonetheless, the combined effect of BGD and BCD negatively impacts ESG performance.

To the best of the authors’ knowledge, this is the first study to measure and analyse a regulated sector, such as banking, and the relationship between cultural and gender diversity for sharing knowledge under the RBV theory lens in the ESG framework.

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.

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.

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.

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.

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.

This paper aims to appraise the effectiveness of gender quotas in breaking the glass ceiling for women on boards (WoBs) in companies that are legally obliged to comply with quotas (listed companies and state-owned companies, LP) and in those that are not (unlisted companies and nonstate-owned companies, NLNP). Furthermore, it investigates the glass cliff phenomenon, according to which women are more likely to be appointed to apical positions in underperforming companies.

A balanced panel data of the top 116 Italian companies by total assets, which are present in both 2010 and 2017, is used for estimating ANOVA tests across sectors and fixed-effects panel regression models.

WoBs significantly increased in both the LP and the NLNP companies, and this increase was greater in the financial sector. Furthermore, the relationship between the percentage of WoBs and firm performance is not linear but depends on the financial corporate health. Specifically, the situation in which a woman ascends to a leadership position in challenging circumstances where the risk of failure is high (glass cliff phenomenon) is only present in companies with the lowest performance in the sample, in other words, when negative values of Roe and negative or zero values of Roa occur together.

These findings have relevant policy implications that encourage the adoption of gender quotas even in specific top positions, such as CEO or president, as this could lead to a “double spillover effect” both vertically, that is, in other job positions, and horizontally, toward other companies not targeted by quotas. Practical interventions to support women in glass cliff positions, on the other hand, relate to the extent of supervisor mentoring and support to prevent women from leaving director roles and strengthen their chances for career advancement.

The authors explore the ability of gender quotas to break through the glass ceiling in companies that are not legally obliged to do so, and to the best of the authors’ knowledge, for the first time, the glass cliff phenomenon in the Italian context.