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Despite the growing interest in IJVs and their governance, systematic research is limited on the board of directors and their roles in international joint ventures in emerging markets. In this study, we draw from corporate governance research that suggests that the levels of control and collaboration by boards are influenced by organizational complexity. While joint ventures possess several similarities compared to unitary firms, they also have unique sources of complexity given the fact that two or more international partners collaborate within JVs under an incomplete contract. Based on a sample of 114 IJVs, we argue and show four separate conditions that influence the functions that boards undertake as well as how control and collaboration as two separate functions are interrelated. Our findings address calls for research to open the black box of what boards actually do as well as to bring corporate governance theory to new organizational forms such as joint ventures.

In this study, the authors explore the effects of politically controlled boards on bank loan performance in both state-owned commercial banks (SCBs) and private sector commercial banks (PCBs) in Bangladesh.

The data consist of 409 bank-year observations from 46 sample SCBs and PCBs of Bangladesh for the period 2008–17. The authors apply ordinary least squares pooled regression with year fixed effect for baseline econometric analyses and generalized method of moments regression for robustness tests after addressing the endogeneity issue.

The regression results reveal that the presence of bank “boards controlled by politically affiliated directors” (PA) have significant positive effects on non-performing loans (NPLs). Similarly, the presence of “boards controlled by politically affiliated directors without substantial ownership interests” (PAWOI) show positive association with NPLs. In contrast, the presence of “boards controlled by politically affiliated directors with substantial ownership interests” (PAOI) exhibit an inverse relationship with NPLs. These findings support ‘agency conflict’ arguments and document that both PA and PAWOI are detrimental to bank loan performance in Bangladesh, while PAOI do not have significant effect on increasing NPLs.

This study contributes to the existing bank governance literature by providing evidence from an emerging economy perspective, where politically affiliated directors (PADs) exploit their positions for personal and/or political gain at the cost of other stakeholders by taking advantage of relaxed regulatory oversights and investor protections.

Although the majority of research explores the direct relationship between family control and innovativeness, the purpose of this paper is to investigate mediators that explain how family control is related to innovativeness. Grounded in agency theory, resource dependence theory, and the resource-based view of the firm, the authors suggest that this relationship operates through board task performance, that is, the level of directors’ involvement in control and service tasks.

To test the hypotheses, structural equation modeling is applied to cross-sectional survey data collected from 329 private firms that are located in Belgium. Family control is defined as 50 percent family ownership in combination with at least one family member being involved in the management or board of directors of the firm.

Four key results emerge from the analysis. First, family control is negatively associated with control task performance but does not affect service task performance. Second, control and service task performance positively influence innovativeness. Third, the negative relationship between family control and innovativeness is partially mediated by control task performance. Fourth, the presence of a family CEO and the percentage of family directors address heterogeneity among family controlled firms (FCFs).

This paper complements and extends existing research on the relationship between family control and innovativeness by adopting a governance perspective. The authors contribute to a deeper understanding of why FCFs are more or less innovative than nonfamily controlled firms and reveal underlying mechanisms previously uncovered.

The corporate board of directors is a body entrusted with power to make economic decisions affecting the well‐being of investors' capital, employees' security, communities' economic health, and executives’ power and perquisites. The power of the board of directors is often forgotten in this complex society. Managers, the government, and special interest groups seem to impose upon the corporation situations that are never addressed by the board of directors. Yet it is the board that has the ultimate internal authority within the corporation. Corporate charters granted by the various states specifically assign to the board of directors the responsibility of management, or the delegation of that management. The directors act as trustees for the shareholders, selecting the management structure of the firm, and delegating to that management structure those administrative matters the board itself chooses. The degree of delegation is a decision of each board, with most boards delegating away the major portion of their decision‐making authority.

Boards of directors are assumed to exercise three key accountability roles – control, monitoring and oversight roles. By researching one board type – investment fund boards – and the power relations around those boards, the purpose of this paper is to show that such boards are not capable of operating the three key roles assumed of them.

The authors conducted 25 in-depth interviews and a focus group session with investment fund directors applying a grounded theory methodology.

Because of their unique position of power, the authors find that fund promoter organisations (that establish and attract investors to the funds) exercise control and monitoring roles. As a result, contrary to prior assumptions, oversight is the primary role of investment fund boards, rather than the control role or monitoring role associated with corporate boards. The findings can be extended to other board-of-director contexts in which boards (e.g. subsidiary boards, boards of state-owned entities) have legal responsibility but limited power because of power exercised by other parties such as large shareholders.

Shareholders and regulators generally assume boards exercise control and monitoring roles. This can lead to an expectations gap on the part of shareholders and regulators who may not consider the practical realities in which boards operate. This expectations gap compromises the very objective of governance – investor protection.

Based on interviews with investment fund directors, the authors challenge the control-role theory of investment fund boards of directors. Building on our findings, and following subsequent conceptual engagement with the literature, the authors differentiate control, monitoring and oversight roles, terms which are often used interchangeably in prior research. The authors distinguish between the three terms on the basis of the level of influence implied by each.

This paper's aim is to examine whether board independence influences debt and dividend policies of family controlled firms.

The paper examines panel data on a sample of Australian publicly‐listed firms over the period 2000‐2005 using panel (random effects) regression.

Empirical test demonstrates that family controlled firms appear to have higher levels of leverage and dividend payout ratios than their non‐family counterparts. More importantly, the result indicates that the positive impact of family control on dividend policy is due to the higher proportion of independent directors on family boards. This underlines the significant role that independent directors play in influencing firm's dividend policies, especially for family controlled firms. The result also supports the notion that independent directors and dividends are complementary government mechanisms. This paper, however, finds little evidence that board independence moderates the relationship between family control and debt.

While not all family firms are the same, this research treats them as a homogeneous grouping (i.e. firms are delineated into family versus non‐family). The fact that family firms are difficult to identify and define (reflected in the diversity of definitions in the literature) may also affect the validity of studies of family business. For policy makers, the finding could serve to justify initiatives to encourage more independent directors on boards, especially in family controlled firms.

This paper provides evidence about the relationship between board independence, dividends and debt from a country with higher levels of private benefits of control, strong legal shareholder protection but less significant role of external governance mechanisms compared to the USA.

Agency theory starts with the assumption that people act in their own self‐interest, and holds that under normal conditions, the goals, interests, and risks of two actors (principal and agent) are not identical. This means that the agent will not necessarily act according to the interests of the principal. CEO compensation is the type of control mechanism that companies employ to reduce the agency problem. This paper took 201 manufacturing companies in the year 1998 in Taiwan, and used the LISTREL 8 model to analyze the influence of company performance, scale, and board of director control over CEO compensation. The results indicate is that company performance, scale, and control by the board of directors all influence CEO compensation, with company scale the main factor, followed by company performance, and control by the board of directors. I also find that CEO compensation is higher when the board of directors' does not have effective control. Moreover, the board of directors control of a company is diminished when the CTO and chairman of the board are one person, and also when the number of internal directors is great. Conversely, the board of directors' control is increased when their ratio of stock ownership is higher.

The aim of this study is to explore and understand corporate governance patterns in family firms across Latin America. This is in response to several calls in the academic literature urging for more empirical studies in corporate governance in developing regions.

Following a configurative perspective, a hierarchical cluster analysis is applied to a sample of the 155 largest Latin American family firms.

The authors identify three main corporate governance configurations across Latin American countries. First, the exported governance model resembles many characteristics of Anglo-American and Continental Europe governance patterns of public listed control, having independence from the board of directors, and mainly hiring non-family management. Second, the super-familial governance model describes private ownership where one or multiple families control both the board of directors and the top-management team. Finally, the hybrid governance model is the largest cluster identified in the sample and combines governance characteristics of both of the foregoing configurations. This configuration exhibits ownership structured through public offerings of shares combined with leadership of the board of directors by a family member as well as moderate family influence on the board and management.

This is the first study to investigate corporate governance in the largest listed and privately-owned family firms in Latin America. The article extends the conversation on family firm heterogeneity and contributes to the configurative approach in the family business field by offering a cross-country perspective and identifying meaningful taxonomies that are applicable beyond national boundaries.

The purpose of this study is to examine corporate governance practices in an emerging economy. It focusses on how ownership control and board control systems operate in corporate organisations in an emergent economy, assuming that these systems are essential for enhancing good corporate governance practices in emerging countries.

The paper builds on descriptive multiple-case study with multiple units of analysis to divulge how ownership control and board control systems function to ensuring effective corporate governance in publicly listed corporate organisations in Ghana. A criterion-based sampling technique is used to select the companies. Thereafter, three techniques of data collection are used to gather data from the companies: archival records, semi-structured interviews and observation.

By linking the gathered data to the paper’s theoretical propositions, the study highlights that all the companies are characterised by the presence of large shareholders, and, in consequence, they tend to exert extensive control over the activities of the companies through their involvement in the decision-making processes. However, whilst the presence of large shareholders has the tendency to solve the agency problem, it poses challenges in regards to minority shareholders’ interests in these corporate organisations. The study also reveals that boards of directors tend to exercise control over corporate organisations when majority shareholders stop interfering in their dealings. This implies that when major shareholders fully partake in corporate decision-making processes of companies, boards of directors seem to be sheer advisory bodies to management.

This is a paper to shed light on corporate governance practices in four large publicly listed corporate organisations on the Ghana Stock Exchange, so the observable facts do not apply to other emergent economies. In addition, the sample does not represent all corporate organisations in Ghana; thus, the empirical observations cannot be generalised to other organisations that have not been included in this study. However, the empirical results can be applied to other similar corporations in Ghana and other emergent economies in an analytical sense. With the application of inductive reasoning, the results can be applied to provide important appreciation in an effort to understand the structure of corporate governance practices in organisations in developing countries.

A comparative analysis of the empirical observations from this study and the recommended guidelines of corporate governance of Ghana has been carried out, and aspects in which organisations need to reform and improve to fully comply with the guidelines are highlighted: director independence, director evaluation, introduction of new directors and board education. This could possibly be the foundation upon which corporate governance structures in these organisations can be restructured and further enhanced.

The majority of the studies of corporate governance in emergent economies have used quantitative techniques to examine the relationship between corporate governance mechanisms and firm performance. However, this study takes a different approach to examine corporate governance practice in an emergent economy by using a comprehensive and defensible qualitative analysis to examine relations between ownership structure and shareholder control, and board of directors and board control. In addition, it highlights how ownership and board control systems interact in corporate organisations in emergent economies.

The control role of the Board of Directors is aimed at monitoring the decisions and actions undertaken by managers in order to protect stockholders’ interests. Considerable theoretical and empirical research has analyzed whether directors’ behavior is consistent with their fiduciary responsibility, but this research has reported inconsistent findings. This paper offers a comprehensive review of both theoretical and empirical literature on the control role of the board and suggests several guidelines for future research.