Search results

Takeovers create a potential conflict of interest between target shareholders and directors. While mergers generally create value for the target shareholders, their directors will typically lose their board seats and likely face a financial loss or loss of prestige. The purpose of this paper is to examine evidence to support or refute that directors may act in their own best interests at the expense of shareholders.

The authors reason that if directors act in their own best interests, then acquiring firms will seek targets with older board members who are closer to director retirement and are therefore less reluctant to give up their board seats. The paper uses data of 528 banks between 1999 and 2004 to estimate logistic regressions controlling for variables relevant to takeover probability. In the hypotheses, the authors test for the significance of the average director age on a board.

The paper finds a highly positive significant relation between the average age of a board of directors and the probability of takeover. Furthermore, this variable is more robust and has greater explanatory power in predicting takeover targets than all other financial, ownership and governance variables commonly controlled for and included in this study. This suggests that older directors are less prone to agency problems and more willing to make decisions that will likely result in the loss of their board seat.

These findings have important policy implications on director retirement policies such as director age versus term limits. The results also have implications on the use of director golden parachutes. Finally, the authors highlight a strategic consideration for acquiring firms seeking takeover targets.

This paper is the first, to the best of the authors' knowledge, to document board age as an important governance characteristic.

This paper aims to investigate the impact of board characteristics on the financial performance of listed firms in Tanzania. Board characteristics, including outside directors, board size, CEO/Chair duality, gender diversity, board skill and foreign directors are addressed in the Tanzanian context by applying two corporate governance theories, namely, agency theory and resource dependence theory.

The paper uses balanced panel data regression analysis on 80 firm-years observations (2006-2013) from annual reports, and semi-structured interviews were conducted with 12 key stakeholders. The study uses also a mixed methods approach and applies a convergent parallel design (Creswell and Plano Clark, 2011) to integrate quantitative and qualitative data.

It was found that in terms of agency theory, while the findings support the separation of CEO/Chairperson roles, they do not support outside directors-financial performance linkage. With regard to resource dependence theory, the findings suggest that gender diversity has a positive impact on financial performance. Furthermore, the findings do not support an association between financial performance and board size, PhD qualification and foreign directors.

The study contributes to the understanding of board-performance link and provides academic evidence to policy makers in Tanzania for current and future governance reforms.

The findings contribute to the literature by providing new and original insights that, within a developing setting, extend current understanding of the association between corporate governance and financial performance. This is predicated, also, on the use of uncommon mixed methods approach.

This study draws on resource dependence theory (RDT) to explain a board's governance function in the United States (US) nonprofit healthcare industry. Specifically, while various nonprofit research studies have appealed to agency theory (AT) to explain the monitoring role of an outside board, RDT offers an alternative explanation that emphasizes an outside board's resource gathering role.

In drawing on the nonprofit GuideStar database, a fixed effect (FE) panel estimation was conducted on a sample of 230 US Non Profit Healthcare Organizations (NPHCOs). This panel estimation examines the relationship between the composition of an outside board and an NPHCO’s revenue and public support performance.

A key finding of this study is that the composition of an outside board involving its' number, compensation and gender impacts an NPHCO’s revenue and public support.

This study shows that the composition of an outside board impacts an NPHCO’s ability to gain access to external resources. As NPHCOs face increasing pressure to seek external forms of revenue support, this study suggests that boards should favor a larger number, compensation and female representation of outside members.

The composition of an outsider board can offer external sources of revenue support that lower the poor's requirements for financial assistance and thus affirm an NPHCO’s identity as a charitable organization.

As an NPHCO’s identity as a charitable organization is dependent on serving the medical needs of the poor, an outside board not only introduces a resource gathering function that is absent in the monitoring explanations of AT, but that this resource gathering function is important to affirming this identity.

Drawing from social capital theory, this study aims to investigate the manifested critical barriers in deriving and implementing gender diversity policies, paying particular attention to the role multiple directorships play in shaping the directors’ behavior and the dynamic of the board of directors. The study comprehends social capital as a multi-dimensional concept and uses combinations of interconnected internal, external, expressive and instrumental networks.

The study uses a mixed-method approach through which the quantitative approach is supplemented by a qualitative research method to comprehensively examine the development and impact of female directors’ networks in Australia. To do so, a large data set consisting of 2,527 observations of all Australian firms and data emerged from semi-structured interviews with female directors were brought together and analyzed.

The findings reveal an inverted U-shaped relationship between the size of women’s directorate networks and firm performance. The study additionally explicates the key moderating factors influencing the optimal number of multiple directorships. The key power-based and psychological well-being-related benefits of the inter- and intra-organizational interactions and “open” directorate networks for individual directors are further discussed. The findings also elucidate the status quo vis-à-vis labyrinth metaphor and excessive numbers of directorships.

The study should be of interest to those interested in effective gender diversity management. The findings would assist in enabling tangible outcomes for women through advanced processes and systematic investment in and institutionalization of well-structured, equitable opportunities provided via gender-responsive policies dedicated to the education and training of future female directors.

Calling for social dialogues and discussions on non-financial factors, this study adds to the scarce literature on influential factors related to diversity management policies and practices on the board of directors.

This study examines the relationship between board composition and firm value, and the extent to which this relationship may be affected by a company’s investment opportunity set. There is little research that examines this issue, particularly for the New Zealand market. Of the research that exists, and generally for the research that examines how board composition affects firm performance, the findings have been mixed. Using a randomly chosen sample, which improves the external validity of results from prior studies, we find that board composition of high growth option firms is positively related to firm value, and this relationship is maintained when more refined measures that proxy the characteristics of outside directors (such as tenure of outside directors, the level of outside director equity ownership, the number of other board positions held by outside directors, and the total proportion of non‐executive directors, including grey directors) are recognised.

Prior studies suggest that corporate cash holding will reflect firms' corporate governance (CG) environment. Consistent with this prediction, this study aims to examine the impact of board characteristics on firms' cash holding in the UK, France and Germany.

Using 2,805 firm-year observations between 2009 and 2019, the authors examine the relationship between board characteristics and corporate cash holding. The authors used two measures of cash holdings as our dependent variables. As independent variables, the authors used CG characteristics relevant to effective board monitoring such as board meetings, outside directors, board size and board gender diversity.

The authors find that board characteristics influence firms' cash holdings of firms in the UK, France and Germany. However, this study documents evidence of varying impacts of board monitoring on the cash holding of the UK when compared to German and French firms, the countries that are classifiable as bank-based economies. The result of this study is robust to alternative cash-holding measures and endogeneity.

This study provides evidence supporting the board's impact in mitigating agency conflict in shareholder- and stakeholder-oriented CG environments.

This study contributes to previous works on firms’ financial orientation by showing that the impact of board characteristics on corporate cash holdings varies between bank- and market-based economies.

Based on 3,775 firm-year observations from 2009 to 2013 using publicly available disclosure data for Korean listed firms, this study examines whether and how firm-level governance characteristics are associated with investment in internal auditing proxied by compensation and the number of statutory internal auditors.

The authors investigate the association between governance characteristics and investment in internal auditing proxied by compensation and the number of statutory internal auditors.

The authors find that firms with greater ownership of the largest shareholders and with a higher proportion of outside directors invest more in internal auditing. These results indicate that firms with higher incentive and demand for monitoring are more likely to invest more in internal auditing. The authors further find that the positive effect of the largest shareholder ownership (board independence) on investment in internal auditing is attenuated in firms with greater board independence (ownership of the largest shareholders) suggesting that the complementary effect of the two governance mechanisms associated with internal auditing weakens as they function simultaneously.

The results provide regulators and investors with a clear picture of the governance characteristics of firms associated with investment in internal auditing. The results imply that both the largest shareholders and the outside board of directors play a significant role in resource allocation in internal auditing within a firm. The effect of allocation, however, can be attenuated contingent upon the combined characteristics of governance mechanisms.

Using large amounts of public archival data, this study adds to the extant literature on firm characteristics associated with investment in internal auditing. This study also contributes to the literature by expanding the scope of research on executive compensation to the locus of statutory internal auditors.

Holding the number of outside directorships constant, this paper aims to test whether executive directors from superior performing firms are subsequently rewarded with better quality outside directorships.

The quality of new outside directorship appointments is modelled using a two‐step Heckman selection procedure to control for the probability of acquiring a new outside board seat. Outside directorship quality is estimated using an index formed from series of observable firm‐specific characteristics proxying for the following three latent aspects of quality: prestige, reputational risk and monetary rewards. The index aggregates across these three dimensions to produce an overall quality score, with higher scores signifying higher quality directorships.

Tests based on a sample of UK executive directors who subsequently acquire at least one new outside board seat show that the quality of newly acquired outside directorships is positively related to past and contemporaneous performance at the executive's own firm. Recent past performance appears to be a more important determinant of the quality of outside directorships than long‐run performance reputations. However, effects are largely confined to executives that either switch between boards or enter the outside directorship market for the first time.

Findings support the view that the market for outside directorships operates (at least in part) as a meritocracy by rewarding executives from superior performing firms with better quality outside board appointments.

Prior work on the market for outside directorships focuses on explaining cross‐sectional variation in the number of outside board seats held. The paper is the first to measure and model directorship quality.

This study aims to understand the antecedents of export performance at the firm level. Building on agency theory but taking into account emerging market settings and institutional differences, the authors investigate how the board composition determines the export competitiveness of the firms operating in an emerging country from the point of view of corporate governance mechanisms.

Using data from 221 exporting firms for four years (2007-2010), the authors find that there is a significantly positive relationship between board size and all measures of export performance, while a higher presence of outside directors on the board is negatively associated with export performance, consistently with expectations. The separation of chairman of board of directors and chief executive officer (CEO) positions has significantly positive impact on export performance. On the other hand, the authors find no support for the position that inside director professional representation neither reduce nor increase all measures of export performance of firms. In other words, the convergence with Western practices and consistently with agency theory’s claims is evident for both board size and CEO duality. However, the effects of inside professional and outside directors are no consistent with agency theorists’ expectations.

Using data from 221 exporting firms for four years (2007-2010), the authors find that there is a significantly positive relationship between board size and all measures of export performance, while a higher presence of outside directors on the board is a negatively associated with export performance, consistently with expectations. The separation of chairman of board of directors and CEO positions has significantly positive impact on export performance. On the other hand, the authors find no support for the position that inside director professional representation neither reduce nor increase all measures of export performance of firms. In other words, the convergence with Western practices and consistently with agency theory’s claims is evident for both board size and CEO duality. However, the effects of inside professional and outside directors are no consistent with agency theorists’ expectations.

Export performance is one of the most widely researched areas within international marketing research but least reached topic of management. However, exporting continues to be an important mode of internationalization for multinational companies, especially operating an emerging economy. This study is one of the first studies on the impact of governance factors such as board structure on only export performance rather than overall (firm) performance in light of international management. In other words, the study of the determinants of exports in the context of an emerging economy is an important contribution to the literature, given that our understanding of how the board composition determines the export competitiveness from the point of view of firms operating in an emerging country such as Turkey. Moreover, this research investigates this relationship at objective export performance dimensions using primary data set from listed and non-listed export firms.

The current study offered in-depth information to multinational companies that aim to gain a competitive exporting advantage in Turkey. Further, the results of this study give managers an opportunity to see the reasons behind the success of the exporting firms from the point of view of corporate governance mechanism.

In this paper, the authors contribute to this recent stream of research providing evidence on the effects of governance mechanism on the export performance from the point of view of emerging countries. Building on agency theory but taking into account emerging market settings and institutional differences, and international management, the authors provide a new framework that models the linkages between board composition and export performance. This work helps us to gain a deeper understanding of how board dynamics contribute to the internalization of firms. Research in this area has been sparse, although some studies have linked governance with export intensity. In this effort, the authors differentiate from previous studies in several ways.

The purpose of this study is to examine the effects of health-care governance and ownership structure on the performance of hospitals in Ghana.

The study uses multiple regression models based on a sample of 132 hospitals in Ghana.

The results of the study indicate that hospitals with a governing board perform better than those without a governing board. The results of this study also suggest that board characteristics and ownership structure are important in explaining the performance of hospitals in Ghana. The results further indicate that mission-based and private hospitals with effective board governance structures exhibit better performance than public hospitals.

This study makes a number of new and meaningful contributions to the extant literature and the findings support managerialism, stakeholder and resource dependency theories. The findings also have important implications for the effective governance of hospitals.