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This study examines factors related to audit committee membership for a sample of large New Zealand listed companies. This study reveals that non‐executive directors who are independent, and directors with financial expertise, are more likely to be members of audit committees. The results are consistent with the New Zealand Securities Commission’s corporate governance guidelines for audit committees of New Zealand listed companies. However, in the current New Zealand regulatory environment, directors with accounting expertise can include non‐executives affiliated with the firm. In these situations the financial expert is not independent. Remuneration committee members are found more likely to be members of the audit committee. This may be a result of their power and influence or be due to the skills they bring. The number of years that directors serve on the board, the number of other directorships they hold, and the number of shares they own in the company are not related to audit committee membership.

A revised Combined Code on corporate governance was introduced in the UK in 2003 which set out a number of new provisions relating to the composition of the company's Board of Directors and its main Committees. The Code gives greater prominence to the role of non‐executive directors in a company's corporate governance structures and decision‐making processes. This paper examines the main provisions of the Code relating to non‐executive directors and the emphasis it places on the importance of non‐executives being “independent”.

The paper discusses the main issues concerning the effectiveness of non‐executive directors, drawing in part of the evidence provided by a sample of large UK companies.

Most companies “comply” with the Code's requirements relating to non‐executive directors and endorse the positive contribution they make to Board and Committee work.

Considers the pros and cons of the role of non‐executives and the issue of what constitutes “ independency”.

This is one of the first papers to examine the provisions of the new Code relating to non‐executive directors.

This study aims to revisit the corporate social and environmental disclosure (CSED) practices of Pakistani companies using unique CSED index which measures the CSED through three dimensions such as theme, news type and nature of information. In addition, the effect of board composition, ownership structure and corporate characteristics on CSED was tested through performing multiple regression analysis.

For this purpose, data were collected from annual reports of top 120 companies’ selected based on market capitalization for three years period of 2013-2015.

Based on the descriptive statistics, the results found that overall level of CSED in Pakistan is moderate. However considering CSED using three dimensions, the results demonstrate that highest level of disclosure on the basis of theme is reported in terms of human resource category as compared to other categories where, as in terms of news type and nature of information, analysis shows that companies in Pakistan feel resistant to disclose bad news, monetary and non-monetary aspect of CSED information. Using multiple regression analysis, the results found that all the variables have hypothesized relationship with CSED except government and institutional ownership. The variables such as chairman as non-executive director, board diversity, appointment of independent director as audit committee chairman, CSR committee, industry type and firm size are found to have significant influence on the CSED practices in Pakistan.

These results imply that the CSED phenomenon is still lacking behind. Under individual categories of CSED, descriptive statistics found that environment is still not a matter of concern for companies operating in Pakistan. In addition, the results demonstrate that CSED practices are only performed by very few companies in Pakistan based on standard deviation. In addition, appointment of non-executive and independent director as chairman of board and audit committee and representation of foreigners on the board should be encouraged in order to improve CSED practices in Pakistan.

This study contributes to the existing literature in developing country like Pakistan through using unique CSED index and also making comparison of financial versus non-financial sectors. The author suggests that regulatory authorities in Pakistan must take reasonable steps to make the company’s operations environment-friendly.

This paper aims to examine the relationship between internal corporate governance mechanisms and board performance in monitoring roles.

A survey questionnaire was used to gather data on board performance, while annual reports were employed to gather data on internal corporate governance mechanisms. Data for board performance were based on 112 directors who represent the companies.

Factor analysis extracted two dimensions of monitoring roles: management oversight roles and performance evaluation roles. Non‐independent non‐executive directors and managerial ownership were found to be positively related to both dimensions of monitoring roles, while the multiple directorships of non‐executive directors were negatively related to management oversight roles.

The paper establishes the need for regulators to pay particular attention to multiple directorships, which are commonly practiced in public listed companies. The contribution of non‐independent non‐executive directors rather than independent directors in monitoring roles calls for further research. Regulators need to emphasize the performance evaluation roles of the board of directors (BOD), as much emphasis has been given to management oversight roles.

The study contributes to the literature concerning monitoring roles as it shows that management oversight roles and performance evaluation roles are differentiated. The findings provide an avenue for the contribution of non‐independent non‐executive directors and multiple directorships in monitoring roles.

Influential reports combined with media attention on directors’ remuneration has sparked academic and practitioner interest in the whole area of corporate governance. Cadbury’s suggestion to strengthen the independent governance role has led to particular interest in non‐executive directors (NEDs). More recently, the role of NEDs in the governance of small and medium‐size enterprises (SMEs) has started to generate attention, and a number of registers of NEDs are established. Indeed, the role of NEDs in SMEs received special attention in the recent Hampel report (1998). Until recently, only two papers directly addressed the role of NEDs in SMEs; both papers were by Mileham and used data obtained from a survey concerned with the role of NEDs carried out with Institute of Management members. This research made a useful contribution, but had a number of limitations. More recently, the increased interest in the role of NEDs in SMEs has sparked further research, but there is still a need for an overall picture of NED and mentor involvement in UK SMEs. The research in this paper addresses this need by presenting the results from a survey sent to 5,279 UK SMEs selected from the Yellow Pages Business Database. The questionnaire was designed to provide a general overview of NED and mentor involvement in SMEs and to allow the following questions to be answered: How many SMEs have NEDs, and are there any firm size patterns? Are there firm age patterns? Are there firm sector patterns? Does firm size influence the formality of NED procedures? What does the managing director believe NEDs add? Are firms with NEDs more successful than those without a NED? Does the profile of the managing director matter? Does a firm’s size influence NED involvement? How do firms acquire NEDs? Why do some SMEs not have NEDs? The paper presents these findings and explores the implications for SMEs and policy advisors.

A number of Committees have been set up in recent years to investigate the governance of UK quoted companies. The key one was the Cadbury Committee, which recommended a number of governance structures as examples of best practice. These included the separation of the posts of CEO and chairman, a significant representation of non‐executive directors, the importance of non‐executive director independence and the setting up of board subcommittees. This study finds that there has been widespread adoption of the recommended governance structures. However, there is no clear relationship between governance structures and corporate performance. This raises questions about the most effective type of governance mechanism and whether or not the prescriptive recommendations of Cadbury should be replaced with a more flexible approach.

This study aims to investigate the determinants of the extent and quality of corporate social responsibility disclosure (CSRD) in Jordan. The study examines a number of factors that influence the extent and quality of CSR disclosure, such as corporate characteristics, corporate governance and ownership structure.

A quantitative approach and a content analysis technique is used to measure the extent and quality of CSRD from annual reports. The sample is drawn from the annual reports of 118 Jordanian companies between 2010 and 2015. A CSRD index is constructed, which includes the disclosures of the following categories: environmental, human resources, product and consumers, and community involvement. This is the first study that presents a new measurement for CSR disclosure quality by using images and charts in a seven-point scale measurement.

The result reveals that the extent of CSRD is higher than quality in Jordan. Regarding the determinants of CSR disclosures, the following factors were found to have a significant relationship with both the extent and quality of CSRD: board size, non-executive directors, age of firm, foreign members on the board, number of boards meetings, the presence of audit committees, big 4, government ownership, size of firm and industry type. Non-executive directors was found to have a significant correlation with the extent of CSRD.

The current study has some limitations; first, the study findings are limited to the Jordanian environment. Second, the study adopted a purely quantitative method, and future research could include interviews and questionnaires to gather data from financial managers and chief executive officers (CEOs). Third, the potential influences on the level and quality of CSR are not limited to the variables tested in this study. Future research can be done on new determinants, such as CEO interlocking and profitability. Finally, the sample included companies from two main sectors – the services and industrial sectors; thus, this limited the results to these two main sectors.

Practitioners, as firms, should develop new strategies and ensure that CSR is included in their reports. Thus, companies can achieve legitimacy for their products and activities. Policymakers must consider introducing new laws that mandate CSRDs since it has many advantages for companies and society. In addition, this research suggests amending the law to require companies to have 33% of their directors be non-executives since this will remove the negative effect on CSR disclosure. Investors must pay attention to the social activities of the companies they invest in, as CSR could have a positive effect on their market value.

The study has indicated that Jordanian companies became increasingly more involved in CSR activities, as this growth in CSRD is linked with global increases in CSR. Moreover, the study has revealed that the highest category of CSR disclosures is related to products or services and employee information. On the other hand, the lowest category of CSR disclosures is related to community and other disclosures (extent) and environmental disclosures (quality). Furthermore, the results show that the services sector was found to have more disclosures regarding employees and community, whereas the industrial sector was more concerned about environmental and product information.

To the best of the authors’ knowledge, this is the first study that presents a new measurement for CSR disclosure quality by using images and charts in a seven-point scale measurement. This new seven-point scale will be adopted to distinguish between poor and excellent disclosures. In addition, to the best of the authors’ knowledge, this is the first study in Jordan which examines the determinants of the extent and the quality of CSR for three categories, namely, corporate characteristics, corporate governance and ownership structure.

The purpose of this paper is to empirically explore the influence of independent directors (non-executive directors) on the market risks of the Indian banks.

This paper is based on the data collected over a period of seven years (2009-2016) for a set of 29 Indian banks that are the constituents of the National Stock Exchange 500 Index. The data for independent directors of the sample banks are extracted from the annual reports of the banks, whereas the data relating to the dependent and control variables are compiled from the Ace equity and the Reserve Bank of India databases. The study uses the panel data method for analysis of the collected data for the sample banks.

This study concludes that independent directors increase the market risks for Indian banks (measured through equity beta).

This is, perhaps, the first paper to look into the impact of independent directors on the market risks of Indian banks. The policymakers and banks may need to be aware of the risk implications of the findings of the study in the Indian context, such that the independent directors enable their banks in reducing the market risks.

Aims to consider whether non‐executive directors add value.

A discussion based on current and recent trends in thinking about the role of non‐executive directors.

Considering the effect of the non‐executive director is not quite the same as addressing “the effective non‐executive director”. Do non‐executive directors have any effect and, if so, what are the effects and to what extent? Of course, positive answers to these questions would suggest tests to apply in determining whether someone has what it takes to make an effective contribution as a non‐executive director. This would also assist in determining the scope of the evaluation of the performance of each non‐executive director – which is now very much part of the 2003 Combined Code on Corporate Governance.

This paper offers useful insights into the roles of non‐executive directors.

The main purpose of the study is to examine the influence of family directors on the firm performance of public listed companies (PLCs) in Malaysia. This study provides empirical evidence on the agency problems between controlling shareholders and minority interests in the concentrated ownership setting.

Samples of the study are 112 PLCs in year 2006. Two measures of firm performance are used: return on assets (ROA) and Tobin’s Q. Managerial ownership refers to the percentage shareholdings of executive directors with direct and indirect holdings. It was further categorized into family ownership and non-family ownership.

In relation to ROA, managerial ownership is found positively significant. The results also show that the positive relationship between managerial ownership is contributed by the managerial-non-family ownership. In relation to Tobin’s Q, the results show a U-shape with turning point at 31.38% for managerial ownership and 28.29% for the managerial-family ownership. The results found significant and positive relationships between managerial ownership and both measures of firm performance which indicates that managerial ownership and family ownership yield greater efficiency.

The study highlights the effects of corporate governance on ROA and Tobin’s Q are somewhat different. It provides some evidence on the need to use appropriate measure of firm performance. The significant relationship supports the argument of Chami (1999), Fama and Jensen (1983), and DeAngelo and DeAngelo (1985) and empirical evidence of Lee (2004) that family ownership enhances monitoring activities.

Differentiating the types of managerial ownership into family and non-family categories enriches our knowledge about who actually contributes to the improved performance.