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We survey top managers of Fortune 1000 companies to learn if industry practitioners agree with the findings of academic research on specific corporate governance issues. We focus on board composition and size, executive/director compensation and ownership, firm performance, and other issues. The results suggest that the views of responding managers appear at odds with other empirical evidence provided in the literature on the majority of the issues examined. In addition, respondents are often unable to offer an opinion about whether they agree or disagree with specific corporate governance issues.

In Canada, companies are focusing on corporate governance as an ethical response to accounting scandals and the resulting crisis of confidence. Although, many aspects of corporate governance remain free from strict regulation, we examine the voluntary changes in the disclosures of the largest Canadian companies. We attempt to understand, through disclosure theory, discourse analysis, and structuration theory, the quality of these corporate governance disclosures. We recognize that much of the disclosure is opportunistic as companies state that they have not only complied with the non-compulsory Canadian guidelines, but have also met and exceeded the requirements of U.S. regulators. This is an important finding that supports the notion that Canadian companies do not need rules and regulations. Instead, a culture of governance is developing at the boards of large companies that encourages voluntary change. Whether this is enough to prevent future accounting scandals is a question for future research.

Purpose: The main aim of the study is to provide a tool for non-financial information in decision-making. We analysed the non-financial data in the annual reports in order to show the usage of this information in financial decision processes.

Need for the Study: Main financial reports such as balance sheets and income statements can be analysed by statistical methods. However, an expanded financial reporting framework needs new analysing methods due to unstructured and big data. The study offers a solution to the analysis problem that comes with non-financial reporting, which is an essential communication tool in corporate reporting.

Methodology: Text mining analysis of annual reports is conducted using software named R. To simplify the problem, we try to predict the companies’ corporate governance qualifications using text mining. K Nearest Neighbor, Naive Bayes and Decision Tree machine learning algorithms were used.

Findings: Our analysis illustrates that K Nearest Neighbor has classified the highest number of correct classifications by 85%, compared to 50% for the random walk. The empirical evidence suggests that text mining can be used by all stakeholders as a financial analysis method.

Practical Implications: Combining financial statement analyses with financial reporting analyses will decrease the information asymmetry between the company and stakeholders. So stakeholders can make more accurate decisions. Analysis of non-financial data with text mining will provide a decisive competitive advantage, especially for investors to make the right decisions. This method will lead to allocating scarce resources more effectively. Another contribution of the study is that stakeholders can predict the corporate governance qualification of the company from the annual reports even if it does not include in the Corporate Governance Index (CGI).

The area of law where the principle of transparency is applicable is expanding fast. Also many financial markets have recently become subject to new regulations requiring transparency, such as EU directives MIFID II or Solvency II. Here, what is expanding is not just the applicability of the principle as such, but also the scope of issues which are affected by transparency, that is, remuneration or conflict of interests. In the light of these regulations, it may seem that transparency has simply become a sole legislative measure assuring values such as consumer protection, market stability or – most of all – high-quality governance. Indeed, transparency is thought to contribute to the quality of governance in several different ways, although its implementation must meet certain standards if it is to produce the desired results, especially when it comes to financial institutions. Financial institutions are commonly required to be particularly transparent due to the fact they often act as public trust entities. As the activity of financial institutions is of such importance, the issue of transparency efficiency is worth discussing. Although it is said that the emergence of the principle of transparency in the EU law is a fairly new phenomenon, the existence of transparency obligation is not. Therefore, some doubts may arise as to the question whether the principle of transparency actually adds much to existing rules and principles. In this chapter the author explored and discussed how mandatory transparency affects financial institutions’ activity, and whether it performs its function efficiently.

The importance of corporate governance was recognized aftermath the major corporate scandal and regulators all over the world tightened regulations. When Sarbanes-Oxley Act was passed, President of United States George W. Bush proclaimed that “the era of low standards and false profits are over.” Following the path, SEBI (Securities and Exchange Board of India) introduced clause 49 to the listing agreement to enhance transparency and integrity to financial statements. Adequate disclosures thus ensure good governance. The concept of corporate governance is more than a decade old in India. Following Satyam Scandal, Indian Industry groups and regulators advocated a number of reforms which led to MCAs (Ministry of Company Affairs) Corporate Governance Voluntary guidelines 2009 to encourage and guide companies to adopt superior practices like appointing board committees, the appointment and rotation of external auditors, and creating a whistle blowing mechanism. The new Companies Amendment bill made the corporate governance disclosures even more stringent. Hence this is an attempt on our part to construct an objective overall corporate governance score to reflect the whole firm governance practices as per the disclosure requirements of clause 49 of the listing agreement of SEBI as well as the insights from the various academic studies to score each element of corporate governance and study the impact of governance on corporate performance represented by Tobin Q.

Poland generally has a homogeneous society, conservative towards changes and diversity. The corporate culture in Polish companies reflects this mindset, leading to a lack of inclusion on the corporate board. Additionally, many companies may not fully understand the benefits of an inclusive workplace and legal requirements for gender diversity.

The main objective of the study is to provide a better understanding of the attitude of Polish companies towards diversity policies and reveal differences in actual and expected levels of gender diversity in corporate boards. Thus, we examine compliance with the gender diversity guidelines in the corporate governance code.

Using a sample of 367 Polish companies listed on the Warsaw Stock Exchange, we study the composition of the management and supervisory boards to check if they meet the expected gender diversity criteria. We also look at companies' explanations for non-compliance with the main principles regarding diversity policy.

We find that the current composition of corporate boards of stock companies in Poland is male-dominated. Women represent only 12.72% and 17.12% of the management board and supervisory board members, respectively, and 68.94% (42.23%) of companies have no women on their management (supervisory) board. Moreover, only a small percentage of companies comply with the principles related to gender diversity. Qualifications, experience and education are pointed out as the most important criteria for decision-making on board appointments, with only 2% of companies applying gender as an additional criterion. The study suggests that larger companies are more likely to implement diversity policies.

We examine the empirical relationship between direct equity agency costs measures and corporate governance control mechanisms to control equity agency costs. We measure the three direct agency cost proxies commonly used in the literature: the operating expense; asset turnover; and selling, general, and administrative (SGA) ratios. Internal corporate governance control mechanisms examined are inside ownership (IO), outside ownership concentration (OC), the size of the board of directors (BODs), and the composition of the BODs (proportion of nonexecutive (NE) directors and separation of chief executive officer (CEO) and board chair). The external corporate governance control mechanism examined is the size of bank debt (short-term debt). Univariate and multivariate tests reveal that the only statistically significant relationship between corporate governance control mechanisms and direct equity agency cost measures is the negative relationship between the proportion of IO and direct agency costs. The asset utilization ratio (asset turnover) ratio is the best proxy for direct equity agency costs and can be useful for event studies of announcement period excess returns.

Purpose – The purpose of this paper is to understand the roles of corporate governance reforms in Malaysia following the 1997/1998 Asian crisis from the perspectives of corporate managers.

Design/methodology/approach – The primary evidence used is drawn from a series of in-depth semi-structured interviews with Malaysian corporate managers involved in the overseeing of the governance structures within their companies.

Findings – This study shows that most interviewees believed that an appropriate corporate governance system could play a role in resolving the problems associated with the interlocking and concentrated corporate ownership structure in Malaysia. However, the effectiveness of the corporate governance reforms in dealing with this issue is questionable. It also reveals that Malaysian companies ‘changed’ their corporate governance practices predominantly to recover (foreign) investor confidence lost during the crisis and to fulfil the legal requirements enforced by the government, where the latter was under pressure from the international community (especially, the World Bank and IMF) to ‘improve’ the Malaysian corporate governance practices after the crisis.

Originality/value of paper – This paper adds to the literature on corporate governance, especially in the context of developing countries. Prior research investigating corporate governance issues in developing countries has been limited, particularly the lack of in-depth examination of corporate governance practices from the perspectives of corporate managers. This paper will be of great value to researchers and practitioners seeking to gain a better understanding of the roles of corporate governance in Malaysia.

Most non-financial companies in Greece do not have an ERM function nor present one in their organizational charts. The enterprise risk management is still more theory than practice even for companies that have embraced it so far, and in general the enterprise risk management seems to be at its infancy in Greece with only some prominent and mature organizations showing the way forward. The aim of this study is to provide some reflections about risk disclosure in annual reports and accounting practices in Greece. Although companies in Greece do seem reluctant to apply ERM, during last years, non-financial information demonstrated to emerge within financial statements and annual reports, giving a broader perspective to risk.

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.