Search results

The purpose of this study is to investigate the impact of board diversity on corporate social responsibility (CSR). The aim is twofold; does board diversity has any effect on CSR, do structural and demographic differences between one-tier and two-tier board models may impact this effect?

This paper applies a panel generalized method of moments estimator to a sample of 2,544 non-financial listed firms from 42 countries over the period of 2013–2017.

The findings reveal that board diversity leads to effective CSR. By distinguishing between diversity among boards from diversity within boards, the results display the effects of the specific variables that make up the manner and latter’s constructs within unitary and two-tier board structures. Specifically, this paper reveals that tenure, ideology and educational level (gender and nationality) predominantly appear to drive a firm’s CSR within one (two)-tier boards settings. These results remain consistent when robustness tests are ruled.

The study provides managers, investors and policymakers with knowledge about how among and within board diversity attributes favor the decision-making process around CSR. The evidence is useful for companies in setting the criteria to identify directors who can support their strategic decisions. It benefits, moreover, academics in better understanding firms’ CSR determinants and practices under different corporate board models.

Examining how different sets of board diversity affect firms’ CSR given divergences between one-tier and two-tier board structure is a useful and informative endeavor for all community actors.

Unlike prior studies that identify the limited scope of diversity, the study is the first to examine the effect of broader dimensions of board diversity on CSR under both one-tier and two-tier board settings. This paper provides a contribution to a greater understanding of the impacts underlying board models and different attributes of board diversity on CSR. This new understanding will help to improve predictions of different features of board diversity impacts on decision-making processes around organizational outcomes.

This paper aims to investigate the effects of board model and board independence on corporate social responsibility (CSR) disclosure of multinational corporations (MNCs).

The authors developed an empirical model in which CSR disclosure is the dependent variable and board model (two-tier vs one-tier), board independence (a proportion of independent directors on a board) and the interaction variable of board model and board independence together with several variables conventionally used as control variables are independent variables. The authors collated the panel dataset of 244 Fortune World’s Most Admired (FWMA) corporations from 2005 to 2011 of which 117 MNCs use the one-tier board model, and 127 MNCs use the two-tier board model from 20 countries. They used the random-effect regression method to estimate the empirical models with the data they collated and also ran regressions on the alternative models for robustness check.

The authors found a significantly positive effect of a board model on CSR disclosure by MNCs. Two-tier MNCs tend to reveal more CSR information than one-tier MNCs. The results also confirm the significant moderating impact of board model on the effect of board independence on CSR disclosure. The effect of board independence on CSR disclosure in the two-tier board MNCs tends to be higher than that in the one-tier board MNCs. The results do not support the effect of board independence on CSR disclosure in general for all types of firms (one-tier and two-tier board). The impact of board independence on CSR disclosure is only significant in two-tier board MNCs and insignificant in one-tier board MNCs.

The authors advise the MNCs who wish to improve CSR reporting and transparency to consider the usage of two-tier board model and use a higher number of outside directors on board. They note that once a firm uses one-tier model, number of IDs on a board does not matter to the level of CSR disclosure. They advise regulators to enforce an application of two-tier board model to improve CSR reporting and transparency in MNCs. The authors also recommend regulators to continue mandating publicly traded companies to include more external members on their boards, especially for the two-tier board MNCs.

This paper is the first that investigates the role of board model on CSR disclosure of MNCs.

In this chapter, we explore the legal framework of AGMs in seven Member States (Austria, Belgium, Germany, France, Ireland, the Netherlands, and the United Kingdom) of shareholder decision-making rights. We find that, since only a small part of the decision-making rights is harmonized at the European level, there are numerous differences in shareholder rights among national laws. These decision-making rights are usually about the topics director (re-)elections, pay matters, share capital, amendments to articles of association, annual accounts, etc. To be able to conduct empirical research in the remaining chapters, we develop a categorization framework of 15 voting items.

This study seeks to explore how non-executive directors address governance problems on Dutch two-tier boards. Within this board model, challenges might be particularly difficult to address due to the formal separation of management boards' decision-management from supervisory boards' decision-control roles.

Semi-structured interviews and a questionnaire among non-executive directors provide unique insights into three major challenges in the boardrooms of two-tier boards in The Netherlands.

The study indicates that non-executive directors mainly experience challenges in three areas: the ability to ask management critical questions, information asymmetries between the management and supervisory boards and the management of the relationship between individual executive and non-executive directors. The qualitative in-depth analysis reveals the complexity of the contributing factors to problems in the boardroom and the range of process and social interventions non-executive directors use to address boardroom issues with management and the organization of the board.

While policy makers have been largely occupied with the “right” board composition, the results highlight the importance of adequately addressing operational challenges in the boardroom. The results emphasize the importance of a better understanding of board processes and the need of non-executive directors to carefully manage relationships in and around the boardroom.

Whereas most studies have focussed on regulatory initiatives to improve the functioning of boards (e.g. the independence of the board), this study explores how non-executive directors attempt to enhance the effectiveness of boards on which they serve.

Asian economy in transition is facing great deal of challenges, so its corporate governance. This paper investigates the dominant corporate governance models practiced under the liberal market capitalism, cooperative capitalism, collective capitalism and the state capitalism across the continents and proposes conscious governance approach for Asia and emerging economies.

The paper explores and compares Anglo-American and Continental European corporate governance models. The report further investigates the development of corporate governance across Asian publicly listed companies, state-owned enterprises, small and medium enterprises and other privately held large enterprises, and raises questions and concerns and derives conclusion.

The Asian experience of imposing Western corporate governance models is more of a simplification of tasks based on political, cultural and globalization needs rather than the regions’ economic, financial and social development reality.

The unique proposition of conscious corporate governance aligns corporate governance practice with Asian socio-economic transition vision and helps with further development and reforms.

The paper adds to the existing efforts and triggers a fresh view to the Asian and emerging economies corporate governance research and strategy.

This paper aims to investigate the impact that governance mechanisms have on European Union ‘banks income smoothing behavior.

The authors examine the impact that corporate governance mechanisms included in European Commissions’ proposals regarding the improvement of corporate governance mechanisms (Green Paper) have upon European Union banks’ accounting policy decisions regarding the level of loan loss provisions (LLPs). In addition, the authors examine whether banks’ capital structure operates as an effective internal corporate governance practice. The authors investigate the association between certain corporate governance characteristics and the level of LLPs for a sample of 98 banks from 23 European Union countries for the period of 2010-2013, in the aftermath of the 2008 financial crisis. To test the hypotheses, a multivariate regression model is run. Similar to previous research, the authors use ordinary least squares analysis to test the results.

Empirical findings provide evidence that there is a positive association between LLPs and accounting income, implying the existence of an income-smoothing pattern of provisions. In addition, the results suggest that banks managers’ decision to smooth income may differ with regard to the board structure, the level of leverage and the provision of disclosure for remuneration for chief executive officer.

The findings of this study contribute to the existing literature concerning banks’ income smoothing behavior. These findings can be useful to regulators, as the authors provide some evidence regarding the effectiveness of the European Union corporate governance framework.

The aim of this paper is to examine the association between board demographics and firm financial performance of Karachi Stock Exchange companies and describe the attributes of these firms and their boards. The connection between board structure and firm performance has attracted much attention, especially in emerging economies, yet yielded many inconsistent empirical results.

This study examines the relationship between board structure and the performance of Pakistani public listed companies by using a sample of Karachi Stock Exchange 100 (KSE-100) indexed companies. This study exploits the corporate performance by accounting-based measures (return on assets), market-based measures (Tobin’s Q), and economic profit (economic value added).

The outcome of the study shows the positive relationship between the board size, minority representation in board, and family director’s in-board and firm performance. The authors also find that, instead of adding value, independent directors in Pakistan are negatively associated with firm value.

The study is based on KSE-100 indexed companies from 2009 to 2013; however, a large sample and multiple years’ data are required.

The paper provides empirical evidence that board independence is not necessary for public-listed companies in Pakistan and would be of interest to regulatory bodies, business practitioners, and academic researchers.

The paper contributes to the literature on corporate governance and firm performance by introducing a framework for identifying and analyzing moderating variables that affect the relationship between board structure and firm performance.

This study aims to investigate the role of board gender diversity in explaining the effects of board members’ political connections on banking performance in the Eurozone.

This paper analyses panel data on 83 banks supervised by the European Central Bank (ECB) for the period 2013–2017, using a generalized moment method-type estimation methodology.

Results suggest that when gender diversity is high, there is a U-shaped nonlinear relationship between political connections and banking performance. Empirical evidence also indicates that differentiating characteristics of women, such as greater ethical concern and risk aversion, help mitigate the negative effects of political connections on banking performance, safeguarding the institutions’ interests from the adverse effects of personal agendas. In addition, these results also suggest that a minimum of 14% of gender diversity can contribute to greater social justice and beneficial structural change.

The period studied may not yet fully reflect the impact of the assessment of the board members’ suitability.

The paper contributes to the growing literature on political connections and gender diversity, providing greater insight into their role as determinants of banking performance. The study also suggests the benefits and possible limitations of the regulator’s two impositions – gender diversity quotas and members’ repute (members’ political connections).

The effect of gender diversity on the impact of board members’ political connections on banking performance has not been studied, as these relationships have not been analysed separately for banks directly supervised by the ECB.

Throughout the world, reform initiatives have been set up to fix perceived and actual corporate governance shortcomings. One of the proposed remedies has been to improve the independence of the board of directors. The main purpose of this paper is to examine the issue of independence as one element to improve board effectiveness. In doing this, the focus is mainly on the monitoring role, and to a lesser extent on the strategic role of the board of directors.

A comparison of the definitions of independence provided by the corporate governance codes and recommendations reveals that they approach the concept of independence mainly from a formal point of view, where independence equals being in a position free of any possible conflicts of interest. It is stated that this approach does not capture all the aspects of independence and that independence cannot be an end in itself. Instead of emphasising independence, the paper hypothesises that, to ensure board effectiveness, a board of directors is needed which, among other things, vigilantly monitors the company and pursues an objective decision‐making process.

Without neglecting the importance of other elements in achieving this two‐fold goal, the paper highlights the need for directors to have the “right attitude”. To achieve this, three conditions have to be jointly fulfilled: each director should have the ability as well as the willingness to be a critical thinker, with an independent mind, however, the environment should also be such as to facilitate directors to display this attitude.

These three factors – ability, willingness and environment – are discussed in depth and integrated into a tentative framework for evaluating the chance that a given director will display this attitude. As such, this paper is of value both for practitioners as academics and will mostly affect their understanding of the concept of independence.

This study investigates effects of corporate governance on the financial performance of family-controlled firms and how these effects differ between common law and civil law jurisdictions.

This study applies a number of corporate governance measures to the largest 243 publicly listed family-controlled businesses worldwide from 2009 to 2018. The corporate governance measures include board independence, board gender diversity, corporate governance index (CGI) and the percentage of family ownership.

The empirical evidence indicates that board independence improves financial performance; this positive effect is more pronounced in common law than civil law jurisdictions. Board gender diversity has a negative impact on financial performance under common law but a positive impact in civil law jurisdictions. Moreover, the CGI and family ownership structure are positively associated with financial performance, and no difference is found between the two jurisdiction types. In addition, family ownership negatively moderates CGI in civil law countries only.

This study provides new insight on the relevance of considering jurisdictional differences when examining the effect of corporate governance on performance. The study also addresses important concerns in family business research relating to unobserved heterogeneity and endogeneity. Implications of these for research and practice are discussed in the paper.