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There is little known globally on the association among the independent shareholder, board size and merger and acquisition (M&A) performance. This paper addresses the global issue about cross-border M&A in banking sector, particularly exploring the role of difference in the independent shareholder and board size between acquirer and target banks on synergy gains based on the international study.

Based on cross-border bank M&As data on 59 deals from 1995 to 2009, we initially apply social network analysis techniques to explore the country connectedness of the acquirer-target banks in cross-border M&As. Ordinary least squares (OLS) with robust standard errors is further used to investigate synergy gains within the difference in the degree of bank independent shareholder and board sizes between the acquirer and target banks.

Our results indicate that the acquiring banks are generally interconnected with the targeted banks and that some of acquiring banks are clearly concentrated in Asian countries including China, Hong Kong, and Philippines. Moreover, we find that cross-border M&As with larger difference in independent shareholders between the bidder and target bank would result in higher synergy gains in all cases of takeover premiums on 1 day, 1 week and 4 weeks. In addition, financial differences between the bidder and target banks have a significant impact on synergetic gains, a topic not explored in previous studies. There is no evidence that institutional and governance differences between bidder and target bank have significant cross-border impacts on takeover premiums with respect to 1 day, 1 week and 4 weeks, respectively.

This paper contributes to the literature by exploring the international issue about the role of difference in the degree of bank independent shareholder and board sizes between acquirer and target banks on synergy gains. Based on bank cross-border M&As data on 59 deals from 1995 to 2009, we initially apply social network analysis to explore the country connectedness of acquirer-target bank in cross-border M&As, while ten ordinary least squares (OLS) with robust standard errors is used to investigate synergy gains within the difference in the degree of bank independent shareholder and board sizes between acquirer and target banks.

This paper examines how the board of directors' attributes in terms of educational and professional backgrounds –that is board capital-, and demographics influence institutional ownership across listed companies in Latin America.

Based on unique hand-collected information of directors' educational and professional attributes across 427 firms in Latin America, the authors analyze the effects of directors' educational attainment, professional experience and demographic diversification on institutional investors' holdings.

Results show that grey investor ownership favors directors with graduate studies and diverse boards regarding gender and nationality. Independent investors value the directors' professional experience like former founders of a firm. Grey investors are more concerned with firm corporate governance mechanisms, consistent with the agency view. In contrast, independent institutional investors focus on business opportunities following the board of directors' resource-based view.

This study shows that board capital becomes a key determinant for institutional ownership in emerging markets.

This study extends previous literature on institutional investor preferences by providing empirical evidence that firm board capital becomes a collective asset that is central for institutional investors' investment choices for an emerging market case.

The purpose of this paper is to examine the evolving role of financial sector regulators in the global effort to combat financial crimes. In particular, it seeks to address the factors that shaped the role of Caribbean regulators in this effort.

Case studies, secondary research and analyses of international requirements and domestic legislation.

Financial sector regulators in the Caribbean face numerous challenges endemic to small economies in meeting international expectations in relation to the fight financial crimes. This is particularly true of states that rely on the provision of off‐shore financial services as the economic mainstay. In spite of this, the region has made significant strides in addressing global demands.

This paper offers a perspective from the Caribbean region. It should be of interest to regulators and practicing lawyers.

In public firms, the largest shareholder can make decisions on cash dividends in favor of its own interests at the expense of other investors. While the second largest shareholder can actively participate in corporate governance and protect the interests of investors, its impact has not been fully understood. This research investigates how shareholding ratio and ownership type of the second largest shareholder moderate the relationship between controlling shareholder's shareholding ratio and cash dividends.

The authors conducted econometrics analysis based on a panel data of China's A-share listed companies from 2007 to 2017.

The authors find that the controlling shareholder's shareholding ratio has a significant negative impact on cash dividends. However, this influence is conditional on the shareholding ratio of the second largest shareholder. The negative impact is weakened when the second largest shareholder holds a large proportion of shares or when the shareholding gap between the second largest and the controlling shareholder is small.

This research extends the existing literature by highlighting the nuanced moderating effect of the second largest shareholder on the relationship between the controlling shareholder and cash dividends, thus making a unique contribution to the understanding of corporate governances in the emerging financial market in China.

An effective corporate governance system helps to smoothly run business operations and manage financial matters. To ensure that management behavior is ethical, and their decisions are in the best interest of shareholders, corporate governance plays a vital role. This study aims to examine the impact of corporate governance on the insider trading profitability of listed banks in Pakistan, Bangladesh and India.

The authors take data from the financial statements of 70 listed banks and stock exchanges of the respective countries. The period of the data for our study is from 2010 to 2020. The authors use board independence, the board size, institutional ownership and managerial ownership as measures of corporate governance characteristics. While inside trading profitability is measured with abnormal returns. The authors apply the fixed effect panel regression for hypothesis testing and the two-step dynamic panel system-generalized method of moments (GMM) regression technique for checking the robustness of the findings.

The authors found that corporate governance has a significant impact on insider trading profitability in Pakistan, Bangladesh and India. Board independence and institutional ownership are negatively related while board size and managerial ownership are positively associated with insider trading profitability.

To the best of our knowledge, this study is the first one to explore the role of corporate governance in limiting insider trading on South Asian banks. It recommends that corporations should follow the code of corporate governance for the protection of shareholders' and other investors' profits.

The existence of controlling shareholders creates a remarkable difference between the corporate governance structures of Chinese firms and those of western firms. Despite the increasing importance of controlling shareholders, it remains disputable whether they are playing the “tunneling” roles or the “governance” roles. Therefore, more research is needed on what roles controlling shareholders are playing and how they play their roles. Previous empirical studies document a common phenomenon that directors play dual roles both on the board and in the top management team. Because of information asymmetry, the board of directors may not be able to perform its supervisory and strategic decision-making functions. Therefore, this paper aims to investigate whether controlling shareholders participate in firm management by appointing the executive directors and examine the economic consequences of controlling shareholder involvement.

In the empirical tests, the authors use the split share structure reform in China as a natural experiment. Using the data from Chinese listed firms between 2001 and 2015 and difference-in-differences analysis, the authors examine the impact of the split share structure reform on the executive directors of controlling shareholders and the governance effect of controlling shareholders’ appointing executive directors to the management.

The authors find that controlling shareholders get involved in firm management by appointing executive directors to strengthen the supervision and incentives of managers. The authors also find that firms exhibit a lower level of earnings management and enhance and higher pay-performance sensitivity after controlling shareholders appoint executive directors to the top management team.

As the natural experiment of the split share structure reform enables us to mitigate endogeneity, the authors investigate the channels through, which controlling shareholders get involved in firm management from the unique perspective of executive director appointment. The study expands the literature on corporate governance and board functions. The findings provide new insights to the effect of controlling shareholder governance and casts light on a new way for controlling shareholders of Chinese firms to participate in firm management – by appointing executive directors.

Purpose – This study explores the probability of expropriation of minority shareholders by controlling shareholders in the form of CEO compensation under an imperfect governance institution by using a novel Chinese dataset over 2001–2010.

Design/methodology/approach – We use a direct method to gauge controlling shareholders’ tunneling and expropriation of minority shareholders, and we present a simple model to link corporate governance and the degree of entrenchment by the largest shareholder. We use both Logit and Probit models to predict the likelihood of tunneling and use two-stage least square (2SLS) regression to address the endogeneity issues.

Findings – There are significant deterioration effects between controlling shareholder's tunneling and firm performance. Firms with more tunneling activities typically have larger controlling ownership, greater evidence of state control, less balance of power among large shareholders, and weaker board characteristics.

Research limitations/implications – The positive relationship between controlling shareholders’ tunneling and executive compensation implies that the controlling shareholder might divert personal benefits from the public firms at the expense of minority shareholders.

Originality/value – We focus on the effects of corporate governance restructuring on executive compensation and controlling shareholders’ tunneling in the Chinese context, and we also investigate whether these effects are stronger with the involvement of state ownership. We empirically address the issues between executive compensation and expropriation of minority shareholders.

This paper aims to investigate the effects of board characteristics, audit committee and risk management on corporate performance.

Using a sample of 31 Palestinian non-financial listed companies from 2010 to 2016, this study uses a generalized least square method.

The results show that the effects of board ownership, board independence, audit committee meeting, audit committee size, audit committee financial expertise and risk management are positive and significant on corporate performance while the effects of chief executive officer duality and audit committee size are negative and significant on corporate performance.

The results of this paper are important to policymakers, shareholders and directors of companies to make appropriate choices about the board, audit committee characteristics and risk management to protect the interest of different stakeholders, increase the flow of capital and foreign investment into non-financial companies.

This paper fills a gap in the corporate governance literature by investigating the effects of board characteristics, audit committee and risk management on corporate performance in Palestine as one of the youngest stock exchanges in a region that assists in testing the validity of agency theory in a young and small emerging market context.

This paper is the first to investigate the effects of board characteristics, audit committee and risk management collectively on corporate performance in Palestine as prior research on these topics has been investigated separately.

The purpose of the study is to examine the relation between board structure and firm performance variability in an international setting. The authors further explore the effect of national culture in shaping such relations.

The authors’ international sample contains 4,911 firms across 49 countries over the 2002–2017 period. The authors use national culture values on individualism and power distance developed by Hofstede (1980, 2001, 2011). The authors focus on within-firm, over-time variability of firm performance and estimate multivariate linear regressions with fixed effects. The authors address the endogeneity concern using the instrumental variable approach, and the authors’ results are robust to alternative measures of variables and different subsamples.

The authors find that firms with larger board size, greater board independence and less powerful CEOs have less variable performance. Individualism has a magnifying effect while power distance has a mitigating effect in shaping such relations.

To the best of the authors’ knowledge, this study is among the first to answer the call of Adams, Hermalin and Weisbach (2010) for research on corporate boards in an international setting. It is also one of the few studies which examine the variability of firm performance, while the majority of existing literature focuses on the level of firm performance. Most importantly, to the best of the authors’ knowledge, this study is the first to explore the role of national culture in shaping boardroom interactions that affect the decision-making process of corporate boards, which, in turn, affects firm performance variability.

This study aims to examine the control of corporate governance towards firm risks for a sample of Indonesian firms in agriculture, mining and property industries. This study highlights the impact of four indicators of internal mechanism of corporate governance, i.e. board size, board independence, board gender and board ownership, on three measurements of firm risks, i.e. total risk, asset return risk and idiosyncratic risk.

Panel data analysis is conducted using a sample of 62 companies of agriculture, mining and property industries listed in Indonesia Stock Exchange from 2013 to 2017. Pooled ordinary least square with hetero-corrected is the statistical approach conducted to test the hypotheses.

The result indicates that board size and board gender insignificantly influence firm risks. While board independence gives varied impacts towards firm risks, it gives positive influence towards total asset return risk, insignificant towards idiosyncratic risk and negative towards total risk. Other interesting results are found in board ownership that has insignificant influence on asset return risk and negative influence on idiosyncratic and total risk.

Firms should incorporate corporate governance, especially the impactful roles of board independence and board ownership as they serve as tools in reducing firm risk. Moreover, investors may have a better understanding of corporate governance and factors that are influencing firm risks. Therefore, this study can assist them to make the right investment decision.

This study is notably the first to use comprehensively three measurements of firm risks in Indonesia. Risks can come from internal and external, thus the company should understand the various types of risks facing the company. Total risk measures both the internal and external risks, while asset return risk gives another perspective using overall market perception about the equity and assets of the company. Finally, this study also measures internal risk, which is the only risk that can be controlled and minimised by the board of the company.