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1 – 10 of over 29000Mohamed H. Elmagrhi, Collins G. Ntim and Yan Wang
The purpose of this study is to investigate the level of compliance with, and disclosure of, good corporate governance (CG) practices among UK publicly listed firms and…
Abstract
Purpose
The purpose of this study is to investigate the level of compliance with, and disclosure of, good corporate governance (CG) practices among UK publicly listed firms and consequently ascertain whether board characteristics and ownership structure variables can explain observable differences in the extent of voluntary CG compliance and disclosure practices.
Design/methodology/approach
This study uses one of the largest data sets to-date on compliance and disclosure of CG practices from 2008 to 2013 containing 120 CG provisions drawn from the 2010 UK Combined Code relating to 100 UK listed firms to conduct multiple regression analyses of the determinants of voluntary CG disclosures. A number of additional estimations, including two stage least squares, fixed-effects and lagged structures, are conducted to address the potential endogeneity issue and test the robustness of the findings.
Findings
The results suggest that there is a substantial variation in the levels of compliance with, and disclosure of, good CG practices among the sampled UK firms. The authors also find that firms with larger board size, more independent outside directors and greater director diversity tend to disclose more CG information voluntarily, whereas the level of voluntary CG compliance and disclosure is insignificantly related to the existence of a separate CG committee and institutional ownership. Additionally, the results indicate that block ownership and managerial ownership negatively affect voluntary CG compliance and disclosure practices. The findings are fairly robust across a number of econometric models that sufficiently address various endogeneity problems and alternative CG indices. Overall, the findings are generally consistent with the predictions of neo-institutional theory.
Originality/value
This study extends, as well as contributes to, the extant CG literature by offering new evidence on compliance with, and disclosure of, good CG recommendations contained in the 2010 UK Combined Code following the 2007/2008 global financial crisis. This study also advances the existing literature by offering new insights from a neo-institutional theoretical perspective of the impact of board and ownership mechanisms on voluntary CG compliance and disclosure practices.
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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…
Abstract
Purpose
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”.
Design/methodology/approach
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.
Findings
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.
Practical implications
Considers the pros and cons of the role of non‐executives and the issue of what constitutes “ independency”.
Originality/value
This is one of the first papers to examine the provisions of the new Code relating to non‐executive directors.
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Michail Nerantzidis, John Filos, Anastasios Tsamis and Maria-Eleni Agoraki
The purpose of this paper is to examine the extent of Combined code (2010) impact in the Greek soft law (SEV code, 2011) and the adoption of an overlapping set (between the two…
Abstract
Purpose
The purpose of this paper is to examine the extent of Combined code (2010) impact in the Greek soft law (SEV code, 2011) and the adoption of an overlapping set (between the two codes) of best practice provisions in Greece.
Design/methodology/approach
Content analysis was conducted to examine the similarities between the UK’s Combined code (2010) and the Greek SEV code (2011). Moreover, a sample of 219 Greek listed companies’ annual reports was analyzed, and their compliance with a specific number of provisions was evaluated.
Findings
Through analyzing the content of both codes, it was found that from the total 64 provisions of the SEV code (2011), 45 were matched to at least one of the Combined codes (2010). From these 45 provisions, 26 were characterized as “in spirit” influence and 19 as “in letter”. Based on this evidence, 22 overlapping practices were selected to investigate the compliance and a quite low rate was revealed, an average percentage of 30.46 per cent. These findings indicate that while exogenous forces trigger the development and adoption of a code in Greece, in line with the UK’s, the endogenous forces tend to avoid the compliance with that “exogenous practices”. Moreover, the results support the idea that the Greek national code should be reshaped to fit the different country’s characteristics.
Research limitations/implications
The research limitations are associated with the content analysis methodology, as well as the reliability of corporate governance (CG)statements.
Originality/value
This study contributes to understanding in a more comprehensive manner the impact of Combined Code (2010) in Greek soft law. More specifically, based on a previous case study, this paper extends the seven analyzed factors of Koutoupis’ (2012) research to the total CG provisions of both codes. However, it goes further and develops a coding scheme to rate the level of compliance of the overlapping provisions.
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This study focuses on the evaluation of the introduction of international corporate governance codes such as Combined Code (UK) and King Report III (SA) in the Greek publicly…
Abstract
Purpose
This study focuses on the evaluation of the introduction of international corporate governance codes such as Combined Code (UK) and King Report III (SA) in the Greek publicly listed enterprises. This research is based on a case study analysis of six publicly listed enterprises (three of them are traded in the high capitalization index and another three in the medium‐low capitalization index of the Athens Stock Exchange). The main purpose of this paper is to examine the extent of international corporate governance codes impact in the relevant local laws and regulations, as well as the adopted best practices.
Design/methodology/approach
Qualitative research is carried out to address the research topic, using primary and secondary data. The primary source of this study is the professional experience of the author in the field of corporate governance within publicly listed enterprises, whereas secondary sources are the international corporate governance codes, Greek corporate governance laws, regulations and best practices, books, working papers and published articles.
Findings
Although certain parts of international governance codes requirements have been applied by a number of Greek publicly listed enterprises, there is a long way to go to achieve best practice. The reason for this is the typical, however not substantial application of international governance codes requirements.
Originality/value
Research is proved to be very useful as it describes a gap analysis in the application of international governance codes in the areas of corporate governance, internal and external auditing, as well as the regulators therefore making it easier to identify potential areas for improvement.
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The purpose of this paper is to investigate the extent to which a sample of large UK companies comply with the main provisions of the revised 2003 Combined Code on corporate…
Abstract
Purpose
The purpose of this paper is to investigate the extent to which a sample of large UK companies comply with the main provisions of the revised 2003 Combined Code on corporate governance. The new Code incorporates a number of key principles of compliance with regard to the roles of a company's chairperson and chief executive, the composition of its Board of Directors and the composition of the Board's three main committees – the Nominations, Remuneration and Audit Committees. Companies are expected to fully comply with the provisions of the Code or proffer an “acceptable” explanation as to why they have not done so under the Code's “comply or explain” philosophy. The Code gives greater prominence to the role of non‐executive directors in a company's corporate governance structures and decision‐making processes and emphasizes the importance of non‐executive directors being “independent”.
Design/methodology/approach
The paper looks at the extent of compliance in respect of the governance provisions referred to above presenting a survey of 50 large UK companies reporting in 2005 drawn (at random) from the FTSE‐250 listing.
Findings
A total of 17 companies fully complied throughout their reporting year. Twenty‐two companies took action to comply or proffered “acceptable” explanations as to why not during their reporting year. Eleven companies, however, remained in breach of the Code on one or more counts.
Practical implications
The paper discusses some of the issues which have arisen concerning the effectiveness of non‐executive directors and addresses the controversial matter of what constitutes “independency”.
Originality/value
This is one of the first papers to present an empirical study of the initial impact of the new Code.
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This paper (which is Part 1 of 2) seeks to explore the development and implementation of good corporate governance in the financial services industry in Nigeria.
Abstract
Purpose
This paper (which is Part 1 of 2) seeks to explore the development and implementation of good corporate governance in the financial services industry in Nigeria.
Design/methodology/approach
The paper reflects upon the identification of current problems and official legislative responses in Nigeria and tests the policy and theory against actual responses and practices.
Findings
With the collapse of such mega companies as Enron in the USA and the near‐collapse symptoms observed in such a relatively big company as Cadbury Nigeria, such research as this, on the issue of compliance or otherwise with corporate governance practices by organizations, could not have been undertaken at a more appropriate time than now. Considering the ever‐increasing scope and complexity of the subject, which cannot be covered by a single project, the particular focus here is on the impact of the Companies and Allied Matters Act (1990) and the Insurance Act (2003) on the Boards of insurance companies in Nigeria. In other words, do the said statutes contain sufficient provisions and sanctions to ensure effective performance by Boards of insurance companies in Nigeria?
Originality/value
While this research paper may not claim to fill this gap completely, it is hoped that it will create sufficient awareness to serve as a springboard for effective entrenchment and enforcement of corporate governance practices in the Nigerian financial services industry (including insurance) in particular and the economy in general.
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Concern over the standards of corporate governance in the UK has led to the publication of three committee reports: Cadbury, Greenbury and, most recently, Hampel. Following the…
Abstract
Concern over the standards of corporate governance in the UK has led to the publication of three committee reports: Cadbury, Greenbury and, most recently, Hampel. Following the publication of the Hampel Report, the Hampel Committee has produced a document providing a set of principles and codes to embrace the Cadbury, Greenbury and Hampel recommendations — the Combined Code (June 1998). The purpose of this paper is to review the recommendations of the Cadbury, Greenbury and Hampel reports and to consider whether the recommendations of the Combined Code represent a significant shift in emphasis from the accountability aspects of corporate governance to consideration of the need for governance systems to provide structures and incentives to allow business enterprise to flourish.
Owing to the tremendously vast and unprecedented nature of the directly‐conferred statutory powers of the Financial Services Authority (FSA) (under the Financial Services and…
Abstract
Purpose
Owing to the tremendously vast and unprecedented nature of the directly‐conferred statutory powers of the Financial Services Authority (FSA) (under the Financial Services and Markets Act (FSMA) 2000), there is need for ample accountability on its part. The paper aims to discuss the situation.
Design/methodology/approach
A critical analysis of the Combined Code on corporate governance. The paper argues in favour of obliging the FSA to adopt the Code as a way of making it accountable.
Findings
It is desirable that the FSA be accountable and that this can best be done via the imposition of corporate governance principles. The paper includes a suggestion of election of the FSA's governing board.
Practical implications
The wider re‐drafting (and construction), by Parliament, of section 7 is the most attractive mode of enforcing corporate governance as an accountability mechanism. This is so, as it will give it far greater force than at present by creating a mandatory regime to bind the FSA in this respect. What is required, therefore, is an amendment of s. 7 of the FSMA 2000 to establish a better accountability method to be imposed on the FSA.
Originality/value
The paper proposes, for the first time, the use of corporate governance (especially the Combined Code) to ensure the accountability of the FSA. The paper is valuable to academics, postgraduate research students and legal practitioners in the area of financial services regulation, corporate law and general public body accountability. It is also useful for those interested incorporate governance and the Combined Code on corporate governance.
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Michael Price, Charles Harvey, Mairi Maclean and David Campbell
The purpose of this paper is to answer two main research questions. First, the authors ask the degree to which the UK corporate governance code has changed in response to both…
Abstract
Purpose
The purpose of this paper is to answer two main research questions. First, the authors ask the degree to which the UK corporate governance code has changed in response to both systemic perturbations and the subsequent enquiries established to recommend solutions to perceived shortcomings. Second, the authors ask how the solutions proposed in these landmark governance texts might be explained.
Design/methodology/approach
The authors take a critical discourse approach to develop and apply a discourse model of corporate governance reform. The authors draw together data on popular, corporate-political and technocratic discourses on corporate governance in the UK and analyse these data using content analysis and the historical discourse approach.
Findings
The UK corporate governance code has changed little despite periodic crises and the enquiries set up to investigate and make recommendation. Institutional stasis, the authors find, is the product of discourse capture and control by elite corporate actors aided by political allies who inhabit the same elite habitus. Review group members draw intertextually on prior technocratic discourse to create new canonical texts that bear the hallmarks of their predecessors. Light touch regulation by corporate insiders thus remains the UK approach.
Originality/value
This is one of the first applications of critical discourse analysis in the accounting literature and the first to have conducted a discursive analysis of corporate governance reports in the UK. The authors present an original model of discourse transitions to explain how systemic challenges are dissipated.
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This paper aims to analyse normative corporate governance evolution in the UK between 1995 and 2014 against the benchmark of Organisation for Economic Co-Operation and Development…
Abstract
Purpose
This paper aims to analyse normative corporate governance evolution in the UK between 1995 and 2014 against the benchmark of Organisation for Economic Co-Operation and Development (OECD) regulatory principles.
Design/methodology/approach
Methodologically, the authors conduct an empirical, longitudinal data set analysis of the formative years of UK normative corporate governance development between 1995 and 2014. We provide a qualitative discussion of the empirical evidence that links the type of UK regulatory corporate governance development to financial market growth thereby adopting a mixed approach based on quantitative and qualitative research methods.
Findings
The authors find that compared to the OECD model of corporate governance, the UK model is less rigid following a more self-regulatory approach based upon a “comply or explain” paradigm. Thus it is scored below corporate governance systems that follow a compulsory implementation model. However, even with such “low” tilt towards formal shareholder primacy norms, the UK has the best performing financial market. As a quasi-empirical study, the authors suggest that there are several historical and economic reasons for this, which together with a robust rule of law in the UK contribute to this performance – and the law especially the type or tilt is less relevant.
Originality/value
This is the first of its kind empirical, longitudinal data set analysis with qualitative elements that links empirical evidence to regulatory developments in the wider context of UK corporate governance evolution.
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