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Article
Publication date: 17 February 2012

Lynn Avison and Christopher J. Cowton

The audit committee is one of the most prominent board sub‐committees, having a potentially important role to play in ensuring sound corporate governance. This paper aims to

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Abstract

Purpose

The audit committee is one of the most prominent board sub‐committees, having a potentially important role to play in ensuring sound corporate governance. This paper aims to examine and discuss the behaviour of companies following revisions to the UK's Revised Code.

Design/methodology/approach

A variety of annual report data from a sample of 50 UK companies, stratified according to size, is collected and analysed.

Findings

General compliance with many provisions of the Revised Code was found. All but one company had an audit committee comprising solely non‐executive directors. However, in about a quarter of cases the chairman was a member, and in some cases directors were not “independent” according to the Code's definition. Nevertheless, many companies exceeded the minimum stipulated requirements, for example the number of non‐executive directors on the audit committee or the number of meetings held. Some companies, though, did not follow recommended practice, particularly regarding the disclosure of information, and some explanations for non‐compliance were weak.

Research limitations/implications

Compliance with disclosure demands regarding audit committees could be improved, as could the quality of explanations when the recommendations of the Code are not followed. It would be sensible for regulators to monitor this, provide more detailed guidance and highlight examples of good practice. Given the resistance of many companies to corporate governance regulation and accusations of “box ticking”, future research should probe why many companies do more than is required or recommended. The research should be repeated when further revisions to the Code are made in respect of audit committees, and practice in countries other than the UK should be researched to provide comparative insights.

Originality/value

This paper provides useful information on the behaviour of companies following revisions to the UK's Revised Code.

Details

Corporate Governance: The international journal of business in society, vol. 12 no. 1
Type: Research Article
ISSN: 1472-0701

Keywords

Article
Publication date: 2 February 2015

Anne Galander, Peter Walgenbach and Katja Rost

– The aim of this study is to apply the concept of social norm dynamics to explain how corporate governance soft law is enforced.

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Abstract

Purpose

The aim of this study is to apply the concept of social norm dynamics to explain how corporate governance soft law is enforced.

Design/methodology/approach

Using data of German listed stock companies and of economic media coverage between 2001 and 2010, the authors observe the complex relationship between sanctions and behavior in the social context of corporate governance soft law.

Findings

The authors find the public discussion of normative demands related to corporate governance issues increases if firms do not comply with the German Corporate Governance Code. The authors show that groups of actors, such as DAX companies, represent the addressees of normative demands, i.e. targets of expectations about what is appropriate and what is not. The authors also find that normative demands tend to be personalized, as public discussion is greater when initiated by a specific individual or firm. Finally, the authors demonstrate that social control in terms of public sanctioning positively influences a firm’s compliance with the soft law whereby negative statements (disapproval) outweigh the effects of positive statements (approval).

Originality/value

We corroborate the social character of normative demands in the context of corporate governance soft law, and contribute to a better understanding of why soft law can work, despite it having no legally binding force. The results of our study suggest that sanction mechanisms in the context of social norms underpin the strength of soft law as an alternative to, or extension of, hard law.

Details

Corporate Governance, vol. 15 no. 1
Type: Research Article
ISSN: 1472-0701

Keywords

Article
Publication date: 31 December 2019

Patrizia Di Tullio, Diego Valentinetti, Christian Nielsen and Michele Antonio Rea

This paper aims to investigate how firms disclose the presentation and content of business model (BM) information in corporate reports to manage their legitimacy in response to…

Abstract

Purpose

This paper aims to investigate how firms disclose the presentation and content of business model (BM) information in corporate reports to manage their legitimacy in response to European Directive 2014/95.

Design/methodology/approach

Legitimacy theory is used to identify disclosure strategies pursued by firms in reaction to the new regulation. To understand how firms adopt these strategic responses, semiotic analysis is applied to a sample of European companies’ reports through Crowther’s (2012) framework, which is based on a mechanism of binary oppositions.

Findings

Half of the sample strategically choose to comply with the European Union (EU) Directive regarding BM information through the use of non-accounting language, figures, and diagrams. Other firms did not disclose any substantive information but managed the impression of compliance with the regulation, while the remainder of the sample dismissed the regulation altogether.

Research limitations/implications

This study demonstrates how organisations use the disclosure of BM information in their corporate reports to control their legitimacy. The results support the idea that firms can acquire legitimacy by complying with the law or giving the impression of compliance with the regulation. This study provides evidence on the first-time adoption of the EU Directive, and therefore, future research can enlarge the sample and conduct the analysis over a broader time frame.

Practical implications

A more precise indication of the EU Directive regarding “where” firms should report BM information, “how” the description of a BM should refer to the environmental, social, governance (ESG) factors, and a set of performance measures to track the evolution of a company’s BM overtime is needed.

Originality/value

While there has been a notable amount of research that has applied content analysis methodologies to investigate the thematic and syntactic aspects of BM disclosure in corporate reports, only a few studies have investigated BM disclosures in relation to the EU Directive. Furthermore, the application of semiotic analysis extends beyond traditional content analysis methodologies because it considers the structure of the story at many levels, thus developing a more complete textual picture of how BMs are described, allowing an analysis of the reasons behind the disclosure strategies pursued by firms.

Details

Meditari Accountancy Research, vol. 28 no. 5
Type: Research Article
ISSN: 2049-372X

Keywords

Article
Publication date: 2 December 2019

Neungruthai Petcharat and Mahbub Zaman

This paper aims to examine the reporting on sustainability and the level of compliance with international best practice, the Global Reporting Initiative (GRI), aimed at improving…

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Abstract

Purpose

This paper aims to examine the reporting on sustainability and the level of compliance with international best practice, the Global Reporting Initiative (GRI), aimed at improving communicative value to users.

Design/methodology/approach

Using a qualitative approach, comprising interviews with senior managers and analysis of disclosures in annual reports of Thai-listed companies, this paper contributes to the literature by providing evidence from an emerging market setting.

Findings

This study finds that sustainability reporting and integrated reporting perspectives of sampling companies are aiming to satisfy information needs to stakeholders and value creation to external users. Sustainability disclosures are related to some aspect of integrated reporting (IR) principles but not all.

Research limitations/implications

The findings of this study are based on the results from interviews and annual reports of five business sectors, and may therefore, not reflect the sustainability reporting practices and/or annual reports of other Thai-listed companies. Also, there is limited reporting on future outlook.

Practical implications

The findings suggest that while sustainability and IR is being adopted very widely, in many countries, there is much variation in reporting practice especially in our emerging country context adopting a “comply or explain” approach.

Social implications

For the Thai-listed companies, IR systems could be in their early stages and still have long way to go. The results can greatly encourage Thai-listed firms to incorporate integrated information in annual reports based on international standards thus building trust in capital markets and wider society.

Originality/value

The findings contribute to the literature on sustainability reporting and on the level of compliance with international best practice such as GRI by providing empirical analysis of non-financial disclosures within publicly available reporting in Thailand.

Details

Journal of Financial Reporting and Accounting, vol. 17 no. 4
Type: Research Article
ISSN: 1985-2517

Keywords

Article
Publication date: 10 June 2020

Juliette Senn and Sophie Giordano-Spring

The objective of this study is to provide insights into insiders' perspectives on environmental accounting disclosures, which is relatively under-investigated. Based on insights…

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Abstract

Purpose

The objective of this study is to provide insights into insiders' perspectives on environmental accounting disclosures, which is relatively under-investigated. Based on insights from key managers, we provide information on company decisions and practices related to the data disclosed in annual reports. More specifically, we explore how regulation guidance affects and shapes disclosure strategies.

Design/methodology/approach

Drawing on the normativity framework, our research design involves a multiple-case study focusing on eight French listed firms in sensitive industries. We primarily build our investigation on the analysis of annual reports. Semi-structured interviews with 20 key managers belonging to these same firms provide interpretative explanations of the disclosed (and un-disclosed) figures.

Findings

Our main findings show that the disclosure of environmental accounting information (EAI) is still in its infancy. Weak definitions and poor guidance in regulations explain the limitations in disclosure and induce interpretative strategies depending on the type of data to be disclosed in the companies' annual reports. We document that separate logics drive environmental expenditure and environmental liability disclosures in many respects.

Practical implications

This study should be useful for regulators because environmental accounting standards are currently subject to change and helpful for users because of the careful consideration of disclosures.

Originality/value

Our research is timely and adds to the growing body of research on regulation. We document how a common regulation may lead to interpretative strategies by different actors and networks of actors, thereby contributing to shaping EAI norms.

Details

Accounting, Auditing & Accountability Journal, vol. 33 no. 6
Type: Research Article
ISSN: 0951-3574

Keywords

Article
Publication date: 6 February 2024

Praveen Bhagawan and Jyoti Prasad Mukhopadhyay

The purpose of this study is to examine the impact of mandatory corporate social responsibility (CSR) spending on firm value in the Indian context.

Abstract

Purpose

The purpose of this study is to examine the impact of mandatory corporate social responsibility (CSR) spending on firm value in the Indian context.

Design/methodology/approach

Using firm-level data over the period 2012–2017, this study uses the difference-in-differences (DID) technique combined with matching to control for potential endogeneity of the decision to comply with the CSR Act since the Act in its current form is applicable as a comply-or-explain obligation.

Findings

The results of this study suggest that mandatory CSR spending has a positive and statistically significant impact on firm value. These results remain robust to alternative econometric techniques such as regression discontinuity design (RDD) and randomization inference test as well as to alternative empirical specifications. Furthermore, the study demonstrates that the positive effect of CSR spending on firm value is more pronounced for firms with higher information asymmetry problem and lower institutional holdings.

Originality/value

This study explicitly considers the “comply-or-explain” flexibility option, in terms of spending on CSR, provided to Indian firms for the initial two to three years and investigates whether spending on CSR helps firms enhance their firm value. The study also finds that the positive effect of CSR spending on firm value is more pronounced for firms with higher information asymmetry problems and lower institutional holdings.

Details

Journal of Accounting Literature, vol. ahead-of-print no. ahead-of-print
Type: Research Article
ISSN: 0737-4607

Keywords

Article
Publication date: 10 May 2011

Arad Reisberg

The Stewardship Code, the first of its kind for the Financial Reporting Council, seeks to encourage better dialogue between shareholders and company boards. Given the UK market's…

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Abstract

Purpose

The Stewardship Code, the first of its kind for the Financial Reporting Council, seeks to encourage better dialogue between shareholders and company boards. Given the UK market's role as a governance paragon, the code principles will be critical to practices of good stewardship taking root globally. But this new Code raises concerns, for example, as to how to treat non‐UK investors who collectively now hold upwards of 40 percent of the country's equity market. Would they voluntarily adhere to the code, and, if not, how relevant or effective would the code be? The purpose of this paper is to shed light on these topical questions.

Design/methodology/approach

The paper focuses on stewardship as an important criterion for assessing the performance of larger shareholders (i.e. institutional shareholders). Section 2 explains the concept of “stewardship”. It also outlines its growing importance. Section 3 introduces the Stewardship Code, tracks back its genesis, focusing, in particular, on the underlying themes and the major principles and guidance in the Code. Section 5 then critically assess the Code, looking in particular at major possible obstacles. Finally, implications from the preceding discussion are drawn in Section 6.

Findings

Section 4 reveals a hidden truth (the “stewardship spectrum”), i.e. in practice, companies operate in an ever‐changing business world, a more rapidly changing business practice with more pressures and complexity and with more diverse “players” and conflicting interests at play. It is submitted that this hidden truth effectively poses a challenge to the success of the Code.

Originality/value

This paper is geared towards providing the reader with critical tools to assess the likely impact of the Code.

Details

Journal of Financial Crime, vol. 18 no. 2
Type: Research Article
ISSN: 1359-0790

Keywords

Article
Publication date: 5 May 2015

Mark Anthony Camilleri

The purpose of this paper is to shed light on the European Union’s (EU) latest regulatory principles for environmental, social and governance (ESG) disclosures. It explains how…

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Abstract

Purpose

The purpose of this paper is to shed light on the European Union’s (EU) latest regulatory principles for environmental, social and governance (ESG) disclosures. It explains how some of the EU’s member states are ratifying the EU Commission’s directives on ESG reporting by introducing intelligent, substantive and reflexive regulations.

Design/methodology/approach

Following a review of EU publications and relevant theoretical underpinnings, this paper reports on the EU member states’ national policies for ESG reporting and disclosures.

Findings

The EU has recently revised a number of tools and instruments for the reporting of financial and non-financial information, including the EU’s modernisation directive, the EU’s directive on the disclosure of non-financial and diversity information, the EU Energy Efficiency Directive, the European pollutant release and transfer register, the EU emission trading scheme, the integrated pollution prevention and control directive, among others.

Practical implications

Although all member states are transposing these new EU directives, to date, there are no specific requirements in relation to the type of non-financial indicators that can be included in annual reports. Moreover, there is a need for further empirical evidence that analyse how these regulations may (or may not) affect government entities and big corporations.

Social implications

Several EU countries are integrating reporting frameworks that require the engagement of relevant stakeholders (including shareholders) to foster a constructive environment that may lead to continuous improvements in ESG disclosures.

Originality/value

EU countries are opting for a mix of voluntary and mandatory measures that improve ESG disclosures in their respective jurisdictions. This contribution indicates that there is scope for national governments to give further guidance to civil society and corporate business to comply with the latest EU developments in ESG reporting. When European entities respond to regulatory pressures, they are also addressing ESG and economic deficits for the benefit of all stakeholders.

Book part
Publication date: 24 May 2012

Andrew Chambers

True to form, it is no surprise that ‘public interest entity’ (which, by EC requirement, must include all listed companies but other entities only at the discretion of individual…

Abstract

True to form, it is no surprise that ‘public interest entity’ (which, by EC requirement, must include all listed companies but other entities only at the discretion of individual member states) has been defined in the United Kingdom in the minimal permissible way – it excludes large privately held companies, mutuals, large professional partnerships and so on – about all of which the public has a real interest – as the current financial crisis has clearly shown. Think, for instance, of the need to widen choice in the audit market.

Details

Business Strategy and Sustainability
Type: Book
ISBN: 978-1-78052-737-6

Article
Publication date: 2 January 2024

Yige Xiao and Albert Tsang

The authors examine how the major board reforms recently implemented by countries around the world affect firms' choice of debt.

Abstract

Purpose

The authors examine how the major board reforms recently implemented by countries around the world affect firms' choice of debt.

Design/methodology/approach

Using a quasi-experimental setting of major board reforms around the world that aim to improve board-related governance practices in various areas, this study investigates the impact of effective board monitoring on corporate debt choice. The authors employ difference-in-differences-type quasi-natural experiment method and path analysis for hypotheses testing.

Findings

The authors find that the implementation of board reforms is positively associated with firms' preference for public debt financing over bank debt. However, this effect tends to weaken after the fourth year following the implementation of board reforms. In additional analyses, the authors find that “rule-based” reforms have a more pronounced effect on firms' choice of debt than do “comply-or-explain” reforms. Both (1) strengthened firm-level internal governance practices that address concerns about the agency cost of debt and (2) reduced information asymmetries play important roles in facilitating firms' debt choice, but the evidence suggests that the former is the economic mechanism through which country-level reforms affect corporate debt choice.

Research limitations/implications

The study extends the literature examining the heterogeneity of corporate debt choices in a global setting and the literature on the consequences of corporate governance reforms.

Practical implications

The findings demonstrate the effectiveness of the corporate board reforms implemented in countries around the world, addressing concerns from critics about their potential harm or ineffectiveness.

Originality/value

The results indicate that country-level board reforms reduce the extent to which shareholder–creditor conflicts harm shareholders.

Details

Management Decision, vol. 62 no. 1
Type: Research Article
ISSN: 0025-1747

Keywords

21 – 30 of over 26000