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This paper aims to discuss and compare the corporate governance codes in Gulf Cooperation Council (GCC) countries.

The development of corporate governance codes in the GCC is considered using an analytical approach.

Efforts and initiatives are underway in the GCC towards improving the corporate governance environment and coping with international developments. Although most GCC codes are comprehensive compared to those of other Middle East North Africa (MENA) countries, and are similar to international codes, as with almost all countries in the region, there is room for development. Updated codes that address the unique nature of these countries could enhance corporate governance.

This comparison between GCC corporate governance codes provides opportunities to empirically compare the corporate governance status in these countries through indices or checklists based on the current comparison.

The research facilitates future evaluations of corporate governance in Gulf countries. In other words, different stakeholders, including investors and analysts, can utilise this paper during decision-making. Moreover, comparing GCC codes to others in the MENA region would help to assess the GCC’s position in the region regarding these codes, and also alert firms to corporate governance reforms occurring in the region.

The paper analyses the corporate governance codes issued in the GCC, which represents a group of countries with similar characteristics that are thus studied separately from other MENA countries, and compares the corporate governance codes issued for non-financial listed companies.

The purpose of this paper is to investigate the impact corporate governance, measured by a governance index, on the performance of listed firms in a developing economy, Ghana. It also evaluates the effect of the introduction of a code of corporate governance on compliance rates across Ghanaian firms as well as assessing the impact of the code’s introduction on firm performance for the study period 2000-2009.

The paper develops a Ghanaian corporate governance index (GCGI) containing 33 provisions to measure corporate governance quality during the pre-code and the post-code sub-periods. The authors use a panel data analytical framework and fixed effects regressions to analyse the governance-performance relationships.

After controlling for endogeneity, the authors find a statistically significant and positive relationship between the GCGI and firm performance. The analysis shows evidence of a statistically significant increase in the degree of compliance with the Ghanaian Code from the pre-2003 sub-period to the post-2003 sub-period. The authors also find that the introduction of the code has led to improved firm performance. However, not all elements of corporate governance appear to have a significant effect on firm performance.

One limitation of this study is the development of a corporate governance index. The binary coding used to construct the GCGI may not reflect the relative importance of the different corporate governance provisions. This means that all elements included in the index are given equal weighting. Future research may assign weights to each of the corporate governance provisions but this may have the disadvantage of making subjective judgements relative to the importance of each corporate governance provision recommended by the Ghanaian Code.

These results have important implications for both policy makers and companies. For policy makers, it is encouraging for the development of a code of corporate governance to regulate firms rather than enforcing rigid laws that may not be value relevant. For companies, the improvement in compliance with a code of corporate governance can provide a means of achieving improved performance.

This paper adds to the limited evidence on the governance-performance relationship in developing economies and in particular it analyses the role of a governance index. It is also the first paper to compare the pre- and the post-code governance index-performance relationship in an African or developing country.

Purpose of this paper – This study investigates compliance with the corporate governance code in an African developing economy (Mauritius).

Methodology/approach – We examine the annual reports of 41 listed companies to assess the extent of compliance with the code and to analyze the wording of compliance statements. We also carry out in-depth semi-structured interviews with selected company directors to understand the reasons for compliance (or non-compliance).

Findings – Initial findings indicate a reasonable level of compliance with the more visible requirements of the code but noteworthy non-compliance also emerges, particularly in relation to the low number of company boards being chaired by independent directors, to uncertainties on the actual operation of board committees, and to the widespread non-disclosure of directors’ remuneration. Furthermore, compliance statements were found to be vague, ambiguous, or even inconsistent with the extent of compliance disclosed in the reports. We believe these are indications that many of the companies are adhering selectively with the code to project an image of symbolic compliance. Our in-depth follow-up interviews with directors largely confirm this behaviour of selective compliance.

Research implications – We suggest that the pursuit of legitimacy as an operational resource – rather than efficiency-led rationales – emerges as a potential theoretical explanation for the adoption of the corporate governance code in Mauritius.

Originality /value of paper – We bring evidence on how the corporate governance code is being understood and rationalized in a developing economy. We rely on a combination of annual report disclosures, compliance statements, and interview data to investigate corporate governance compliance.

This chapter analyses how corporate governance codes in Europe approach CSR, devoting specific guidelines or recommendations or specifying the responsibility of implementing and disclosing CSR in the company.

Content analysis have been used in a sample of 27 corporate governance codes of 27 European countries, issued in the European Union (EU) and United Kingdom (UK), issued by governments (seven codes), national stock exchange (eight codes), industrial associations (six codes) and composites (six codes).

Only five out of 27 codes make and explicit reference to the term Corporate Social Responsibility (CSR). Two of them reflect the importance of a CSR Report (Slovenia and Spain), whereas the Spanish Code was the only code which devoted a section to the implementation of a CSR policy.

Although corporate governance codes could represent an opportunity to shift the focus from an implicit CSR approach to an explicit CSR approach in Europe, the truth is that content related to the issue and its level of specificity does not reflect that change yet.

Previous literature has not focused on the analysis of corporate governance codes from a CSR perspective, so the chapter is relevant for policy makers when it comes to updating corporate governance codes.

Purpose – During the last decade, several nonprofit governance codes have emerged in Germany and Switzerland. In contrast to the corporate sector, where one code exists in each country, the nonprofit sector has not unified its initiatives on governance guidelines. This research study searches for reasons of this heterogeneity by analyzing the content of the governance codes.Design/methodology/approach – Based on a comparative content analysis of 15 governance codes from Germany and Switzerland, this survey gives some insight about the different range of issues and levels of detail.Findings – The findings report a great variety among the nonprofit governance codes. Three different clusters are defined in order to classify the governance codes regarding their information detailedness. Some codes present the basic principles, others give detailed information on focused subjects, and some others function as soft law with a large scope. Additionally, the kind of the producers does have an influence on the content of nonprofit governance codes.Research limitations/implications – The survey is limited because of its geographically focus. However, several implications for further research can be drawn, that are of international relevance. Better knowledge is necessary about the implementation of the governance codes. Additionally, further influence factors on the content of governance besides the kind of the producers have to be analyzed. Finally, it would be interesting to test the acceptance of the codes and the participation process of development among a larger group of organizations that complies with a governance code.Originality/value – For the first time, a complete list of all nonprofit governance codes in the two countries was conducted as a basis for this study. Former studies used a smaller sample of governance codes without clarifying the reasons for the selection.

The purpose of this study is to provide for critical literature on the legal aspects of corporate governance and their application in Mauritius. The drawbacks of having the principles in the form of a non-binding code are discussed, and a case is made to consider their enshrinement in laws such as the Companies Act 2001 to render them legally enforceable for the good health of companies in Mauritius.

A doctrinal legal methodology has been adopted to assess the effectiveness of the principles of the 2016 Code of Corporate Governance of Mauritius. Legislations, legal texts, case law and regulations are used to conduct this assessment. In addition, a black-letter approach is taken while discussing the enshrinement of the principles in the Companies Act 2001 of Mauritius. The doctrinal methodology is further supported by a qualitative analysis of the principles of corporate governance based on existing legal literature, which emphasises their relevance and importance.

The principles of the 2016 Code of Corporate Governance are no doubt a progress over the former 2004 Code in various aspects, aligning the Code with the requirements of the OECD. However, there are still certain loopholes that have been highlighted. In addition, the extent to which these principles are reflected in the Companies Act, which is the primary legislation for companies, has been found to be lacking and inadequate.

This paper is, to the best of the author’s knowledge, the first legal literature concerning the Mauritian legal framework on corporate governance. This is relevant because the country has recently experienced corporate collapses, which could arguably have been avoided with the application of the principles of corporate governance. As such, the paper will present a case study that can be used as a reference for future research on the enforceability and justiciability of these principles.

This study aims to explore the quality of corporate governance disclosure under an “apply and explain” regime in the context of an emerging economy (Mauritius), following a transition from the traditional “comply or explain” approach within the national code of corporate governance.

The research relies on a content analysis of corporate governance disclosure in 86 annual reports of companies listed on the Stock Exchange of Mauritius for the financial periods 2018–2019 and 2019–2020, one-way analysis of variance tests and draws on the typology of corporate governance explanations developed by Shrives and Brennan (2015), focusing on specificity, location and comprehensiveness dimensions. This paper draws on legitimacy theory and the concepts of substantive and symbolic disclosures to guide the interpretation of the findings.

From a specificity point of view, the disclosure index revealed significant variations, with the highest score being four times the lowest score. With regards to location and comprehensiveness, only around half of companies are making optimum use of a corporate governance report and providing explanations by principles. This paper also illustrated how some firms provided symbolic disclosures. Overall, there are disparities in the application of the code by companies, reflected in a blend of substantive and symbolic disclosures to maintain their legitimacy.

This study examines “apply and explain” disclosures in a emerging economy in contrast to the “comply or explain” approach studied so far in the literature. Merely professing a “well intended” shift to the “apply and explain” approach does not necessarily lead to improvements in the quality of corporate governance disclosures. Companies, governance professionals and regulatory bodies could formulate disclosure guidance to better underpin the implications of the “apply and explain” approach.

This study aims to investigate the immediate impact of a newly released code of governance on the financial performance of Nigerian companies. Tests are carried out to determine whether firms that comply more with the code experience better performance.

The governance change of Nigerian listed firms after the newly released code is classified into ex ante good governance change or ex ante bad governance change; the differences in performance between the good governance change firms and bad governance change firms are then compared. Since firms in any year can change more than one governance indicator, an index of aggregate governance change is computed and the performance of firms from two extreme governance rankings is compared.

It is found that in the immediate period after the release of the code, Nigerian firms reorganised their governance mechanism, and this sometimes involved substitution among mechanisms. However, the performance increase accrued to any firm with reorganisation towards a good mechanism could have been eroded when the same firm instituted a change towards another mechanism that matches the definition of bad change. This therefore makes an attempt to differentiate performance based on governance change (pre‐ and post‐new code) difficult and insignificant.

This study contributes to the scarce literature on corporate governance and firm performance in developing countries. Specifically, it can be regarded as the first study to test the immediate impact of a new code of governance on Nigerian firms. Equally, the adopted methodology makes it the first study to compute and test an aggregate index of governance change for Nigeria.

This paper examines the impact of corporate governance attributes and ownership structure patterns on corporate performance of Malaysian listed companies following the revised code on corporate governance in 2007. To provide an insightful assessment on the revised code's implications on firm performance, data before (2006) and after (2009) the revised code in 2007 were analyzed.

The study involves analyses of 170 observations in a two-year period, 2006 and 2009. The sample of the study was selected on the basis of a stratified random sampling procedure to allow a representative sample of the various sectors listed on Bursa Malaysia. Based on data extracted from the annual reports of 2006 and 2009, corporate performance was captured using accounting performance indicators (return on assets and return on equity). In addition to descriptive analyses, multiple regression analysis was used to assess the influence of the governance and ownership structure attributes on firm performance.

The findings revealed a decreasing trend of the financial performance of the sample companies over the two-year period which this study attributes to the recent global financial meltdown. In terms of corporate governance compliance, the results showed that there were cases of non-compliance of the basic requirements of the corporate governance code in Malaysia even after the revised code in 2007. In addition, the multiple regression results showed that only board meetings had significant negative association with firm performance following the revised code. None of the other variables had significant impact on firm performance before and after the revised code. Firm size and leverage, as control variables, however, showed significant association with firm performance.

Given the lack of non-compliance by some of the sample companies in Malaysia to some basic requirements such as the required percentage of independent directors on corporate boards and the insignificance of governance attributes in enhancing performance, this study suggests that the revised code needs reinforcement, at best, or even an overhaul change to suit more to the Malaysian business environment.

In distinction from most prior studies, this study provides ex-ante and ex-post examination of the relationship between corporate governance and firm performance, following changes in the regulatory environment. Such analysis is expected to have some practical implications in indicating whether recent regulatory changes are practiced in the corporate environment. This study draws evidence from Malaysia in adding to our understanding on whether changes in regulatory frameworks enhance firm performance.

The purpose of this paper is to comparatively analyze the corporate governance codes of transition economies, particularly five Eurasian Economic Union (EAEU) members (i.e. Russia, Belarus, Kazakhstan, Kyrgyzstan and Armenia). Specifically, the convergence or divergence of these countries’ corporate governance codes among themselves as well as relative to the best practices of the UK Corporate Governance Code (UK Code) and the OECD Principles of Corporate Governance are investigated.

Initially, the existing literature on corporate governance with special focus on transition countries is reviewed. Afterwards, benchmarking the international best practices, based on main chapters and contents, the corporate governance codes of all countries in the sample are analyzed.

The paper finds that even though some principles of the corporate governance codes of the countries in the sample differ in some aspects, they do converge to some extent. However, high misalignments between the UK Code and the OECD Principles and the codes of selected countries in some aspects were found.

The conclusion and implications of the study characterize the corporate governance of selected developing countries; thus, they might not be generalizable to other countries.

The codes of the countries in the sample should be revised, and more specifications regarding the stakeholder, board structure, its subcommittees, independence, diversity and transparency issues need to be addressed.

The paper comprehensively analyzes the contents of corporate governance codes of transition countries; from both practical and academic point of view, it was important gap that needed to be fulfilled.