Search results for: corporate governance(CG)

Authors: Mohit Tyagi, Pradeep Kumar

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The objective of this research work is to identify and analyze the significant corporate social responsibility (CSR) practices with an aim to improve the supply chain performance of automobile industry located at National Capital Region (NCR) of India. To achieve the objective, 6 CSR practices have been considered and analyzed using expert’s preference rating (EPR) approach. The considered CSR practices are namely, Top management and employee awareness about CSR (P₁), Employee involvement in social and environmental problems (P₂), Protection of human rights (P₃), Waste reduction, energy saving and water conservation (P₄), Proper visibility of CSR guidelines (P₅) and Broad perception towards CSR initiatives (P₆). The outcomes of this research may help mangers in decision making processes and framing polices for SCP implementation under CSR context.

Keywords: supply chain performance, corporate social responsibility, CSR practices, expert’s preference rating approach

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Authors: Jeroen De Ceuster

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This study is the first empirical analysis of the link between corporate governance and European Union competition law. Although competition law enforcement is often studied through the lens of competition law, we offer an alternative perspective by looking at a number of corporate governance factor at the level of the board of directors. We find that undertakings where the Chief Executive Officer is also chairman of the board are twice as likely to violate European Union competition law. No significant relationship was found between European Union competition law infringements and gender diversity of the board, the size of the board, the percentage of directors appointed after the Chief Executive Officer, the percentage of independent directors, or the presence of corporate social responsibility (CSR) committee. This contribution is based on a 1-1 matched peer study. Our sample includes all ultimate parent companies with a board that have been sanctioned by the European Commission for either anticompetitive agreements or abuse of dominance for the period from 2004 to 2018. These companies were matched to a company with headquarters in the same country, belongs to the same industry group, is active in the European Economic Area, and is the nearest neighbor to the infringing company in terms of revenue. Our final sample includes 121 pairs. As is common with matched peer studies, we use CLR to analyze the differences within these pairs. The only statistically significant independent variable after controlling for size and performance is CEO/Chair duality. The results indicate that companies whose Chief Executive Officer also functions as chairman of the board are twice as likely to infringe European Union competition law. This is in line with the monitoring theory of the board of directors, which states that its primary function is to monitor top management. Since competition law infringements are mostly organized by management and hidden from board directors, the results suggest that a Chief Executive Officer who is also chairman is more likely to be either complicit in the infringement or less critical towards his day-to-day colleagues and thus impedes proper detection by the board of competition law infringements.

Keywords: corporate governance, competition law, board of directors, board independence, ender diversity, corporate social responisbility

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Authors: Gaurav Gupta, Jitendra Mahakud

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This study focuses on the significance of internal financing constraints on the determination of corporate fixed investments in the case of Indian manufacturing companies. Financing constraints companies which have less internal fund or retained earnings face more transaction and borrowing costs due to imperfections in the capital market. The period of study is 1999-2000 to 2013-2014 and we consider 618 manufacturing companies for which the continuous data is available throughout the study period. The data is collected from PROWESS data base maintained by Centre for Monitoring Indian Economy Pvt. Ltd. Panel data methods like fixed effect and random effect methods are used for the analysis. The Likelihood Ratio test, Lagrange Multiplier test, and Hausman test results conclude the suitability of the fixed effect model for the estimation. The cash flow and liquidity of the company have been used as the proxies for the internal financial constraints. In accordance with various theories of corporate investments, we consider other firm specific variable like firm age, firm size, profitability, sales and leverage as the control variables in the model. From the econometric analysis, we find internal cash flow and liquidity have the significant and positive impact on the corporate investments. The variables like cost of capital, sales growth and growth opportunities are found to be significantly determining the corporate investments in India, which is consistent with the neoclassical, accelerator and Tobin’s q theory of corporate investment. To check the robustness of results, we divided the sample on the basis of cash flow and liquidity. Firms having cash flow greater than zero are put under one group, and firms with cash flow less than zero are put under another group. Also, the firms are divided on the basis of liquidity following the same approach. We find that the results are robust to both types of companies having positive and negative cash flow and liquidity. The results for other variables are also in the same line as we find for the whole sample. These findings confirm that internal financing constraints play a significant role for determination of corporate investment in India. The findings of this study have the implications for the corporate managers to focus on the projects having higher expected cash inflows to avoid the financing constraints. Apart from that, they should also maintain adequate liquidity to minimize the external financing costs.

Keywords: cash flow, corporate investment, financing constraints, panel data method

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Authors: Bahram Soltani, Louai Ghazieh

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Following the high profile financial scandals of 2007-2008, corporate management has been faced with strong pressures resulting from more regulatory requirements, as well as the increasing expectations of various groups of stakeholders. The responsibility acquired a big importance in front of this financial crisis. This responsibility requires more transparency and communication, inside the company with the collaborators and outside of the company with the society, while companies try to improve the degree of control and to authorize managers to realize the objectives of the company. The objective of this paper is to present the concept of the responsibility generally and the various types of manager’s responsibility in private individual within the company, as well as the explanatory theories of this responsibility through the various perspectives such as: economic, political, social and behavioral. This study should have academic and practical contributions particularly for regulators seeking to improve the companies’ practices and organizational functioning within capital market economy.

Keywords: manager, accountability, corporate performance, financial crisis, behavior

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Authors: Donald Ouko

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For decades, Africa has been home to several foreign companies doing business in various sectors. In recent years, China has consistently positioned itself as a development partner powerhouse among African nations. However, this has not been felt as equally beneficial to the local communities where the partnerships bloom in extractives trading. This paper explores the impact of Chinese involvement in mining on the local communities in three African countries, the factors that enable the sector to thrive amid the impacts, and what could be done differently for the local communities to experience a different outcome. It suggests alternative terms of engagement that aim at transparency, accountability, and anti-corruption to ensure inclusive social and economic development, and sound governance both at state and corporate levels.

Keywords: law and society, social development, corporate governance, China-Africa ties, human rights, socio-economic development, accountability, transparency

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Authors: Muhlisin, Moh. Sofyan Budiarto

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Corporate social responsibility (CSR) initiatives based on charity and philanthropy have not alleviated many sustainable environmental issues, particularly in industrial towns. The collaborative governance strategy is seen to be an option for resolving difficulties of coordination and communication between businesses, the government, and the community so that the goals of urban environmental management can be met via collaborative efforts. The purpose of this research is to identify the different forms of environmental CSR implementation by corporate entities and to create a CSR collaborative governance model in environmental management. This qualitative investigation was carried out in 2020 in Cilegon City, one of Indonesia’s industrial cities. To investigate their support, a total of 20 informants from three stakeholder groups, namely the government, corporate entities, and the community, were questioned. According to the study’s findings, cleaner production, eco-office, energy and natural resource conservation, waste management, renewable energy, climate change adaptation, and environmental education are all examples of CSR application in the environmental sector. The environmental potential of CSR implementation is to create collaborative governance. The role of business entities in providing the beginning circumstances is critical, while the government offers facilitative leadership and the CSR forum launches institutional design. These three factors are crucial to the efficiency of collaborative governance in industrial cities' environmental management.

Keywords: collaborative governance, CSR forum, environmental CSR, industrial city

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Authors: Allan Chia, Gabriel Gervais

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The case study on FoodXervices Inc shows how businesses need to reinvent and transform themselves in order to adapt and thrive and it also features how an SME can also devote resources to CSR causes. The company, Ng Chye Mong, was set up in 1937 and it went through ups and downs and encountered several failures and successes. In the 1970’s, the management of the company was entrusted to the next generation who continued to manage and expanded the business. In early 2003, the business encountered several challenges. A pair of siblings from the next generation of the Ng family joined the business fulltime and together they set-out to transform the company into FoodXervices Inc. In 2012, they started a charity, Food Bank Singapore Pte Ltd. The authors conducted case study research involving a series of in-depth interviews with the business owner and staff. This case study is an example of how to run a business and coordinate a charity concurrently while mobilising the same resources. The uniqueness of this case is the operational synergy of both the business and charity to promote corporate responsibility causes and initiatives in Singapore.

Keywords: family-owned business, charity, corporate social responsibility, branding

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Authors: Mehry Daraei

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The goal of this study was to survey the components and affective factors on organizational commitment of Islamic Azad university Khoramabad Baranch’s faculty members. The research method was correlation by causal modeling and data were gathered by questionnaire. Statistical society consisted of 147 faculty members in Islamic Azad University Khoramabad Branch and sample size was determined as 106 persons by Morgan’s sample table that were selected by class sampling. Correlation test, T-single group test and path analysis test were used for analysis of data. Data were analyzed by Lisrel software. The results showed that organizational corporate was the most effective element on organizational commitment and organizational corporate, experience work and organizational justice were only in direct relation with organizational commitment. Also, job security had direct and indirect effect on OC. Job security had effect on OC by gender. Gender variable had direct and indirect effect on OC. Gender had effect on OC by organizational corporate. Job opportunities out of university also had direct and indirect effect on OC, which means job opportunities had indirect effect on OC by organizational corporate.

Keywords: organization, commitment, job security, Islamic Azad University

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Authors: Uzoma Emmanuel Igboji

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The study investigates the effects of cash flow position on corporate performance in the manufacturing sector of Nigeria, using multiple regression techniques. The study involved a survey of five (5) manufacturing companies quoted on the Nigerian Stock Exchange. The data were obtained from the annual reports of the selected companies under study. The result shows that operating and financing cash flow have a significant positive relationship with corporate performance, while investing cash flow position have a significant negative relationship. The researcher recommended that the regulatory authorities should encourage external auditors of these quoted companies to use cash flow ratios in evaluating the performance of a company before expressing an independent opinion on the financial statement. The will give detailed financial information to existing and potential investors to make informed economic decisions.

Keywords: cash flow, financing, performance, operating

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Authors: Opemiposi Adegbulu

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The research investigates the existence of a public interest consideration or rationale for the management of directors’ conflicts of interest within large public corporations. This is conducted through extensive literature review and theories on the definition of conflicts of interest, the firm and purposes of the fiduciary duty of loyalty under which the management of these conflicts of interest find their foundation. Conflicts of interest is an elusive, diverse and engaging subject, a cross-cutting problem of governance which involves all levels of governance, ranging from local to global, public to corporate or financial sectors. It is a common issue that affects corporate governance and corporate culture, having a negative impact on the reputation of corporations and their trustworthiness. It is clear that addressing this issue is imperative for good governance of corporations as they are increasingly becoming and are powerful global economies with significant power and influence in the society. Similarly, the bargaining power of these powerful corporations has been recognised by international organisations such as the UN and the OECD. This is made evident by the increasing calls and push for greater responsibility of these corporations for environmental and social disasters caused by their corporate activities and their impact in various parts of the world. Equally, in the US, the Sarbanes-Oxley Act like other legislation and regulatory efforts made to manage conflicts of interest linked to corporate governance, in many countries indicates that there is a (global) public interest in the maintenance of the orderly functioning of commerce. Consequently, the governance of these corporations is tremendously pivotal to the society as it touches upon a key aspect of the good functioning of society. This is because corporations, particularly large international corporations can be said to be the plumbing of the global economy. This study will employ theoretical, doctrinal and comparative methods. The research will make use largely of theory-guided methodology and theoretical framework – theories of the firm, public interest, regulation, conflicts of interest in general, directors’ conflicts of interest and corporate governance. Although, the research is intended to be narrowed down to the topic of conflicts of interest in corporate governance, the subject of company directors’ duty of loyalty and the management of conflicts of interest, an examination of the history, origin and typology of conflicts of interest in general will be carried out in order to identify some specific challenges to understanding and identifying these conflicts of interest; origin, diverging theories, psychological barrier to definition, similarities with public sector conflicts of interest due to the notions of corrosion of trust, the effect on decision-making and judgment, “being in a particular kind of situation”, etc. The result of this research will be useful and relevant in the identification of the rationale for the management of directors’ conflicts of interest, contributing to the understanding of conflicts of interest in the private sector and the significance of public interest in corporate governance of large corporations.

Keywords: conflicts of interest, corporate governance, corporate law, directors duty of loyalty, public interest

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Authors: Gvantsa Magradze

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The paper examines the grounds for the imposition of a personal liability on shareholder/partner, mainly under Georgian and UK law’s comparative analysis. The general emphasis was made on personal responsibility grounds adaptation in practice and presents the analyze of court decisions. On this base, reader will be capable to find a difference between the dogmatic and practical grounds for imposition personal liability. The first chapter presents the general information about discussed issue and notion of personal liability. The second chapter is devoted to an explanation the concept – ‘the head of the corporation’ to make it clear who is the subject of responsibility in the article and not to remain individuals beyond the attention, who do not hold the position of director but are participating in governing activities and, therefore, have to have fiduciury duties. After short comparative analysis of personal responsibility, the Georgian Corporate law reality is further discussed. Here, the problem of determining personal liability is a problematic issue, thus a separate chapter is devoted to the issue, which explains the grounds for personal liability imposition in details. Within the paper is discussed the content and the purpose of personal liability institutions under UK’s corporate law and an attempt to implement them, and especially ‘Alter Ego’ doctrine in Georgian corporate Law reality and the outcomes of the experiment. For the research purposes will be examined national case law in regard to personal liability imposition, as well as UK’s experience in that regard. Comparative analyze will make it clear, wherein the Georgian statute, are gaps and how to fill them up. The articles major finding as stated, is that Georgian Corporate law does not provide any legally consolidated grounds for personal liability imposition, which in fact, leads to unfaithful, unlawful actions on partners’/shareholders’ behalf. In order to make business market fair, advancement of a national statute is inevitable, and for that, the experience sharing from developed countries is an irreplaceable gift. Overall, the article analyses, how discussed amendments might influence case law and if such amendments were made years ago, how the judgments could look like (before and after amendments).

Keywords: alter ego doctrine, case law, corporate law, good faith, personal liability

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Authors: John Kong Shan Ho

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Senior executives’ remunerations of public companies have aroused much debate and attention in the media. In the aftermath of the Global Financial Crisis (GFC), excessive executive pay arrangements were blamed for contributing to excessive risk-taking, which caused the financial meltdown. Since then, regulators and lawmakers around the world have introduced regulations to strengthen the corporate governance of listed companies. A key aspect of such reform is by strengthening regulatory intervention over executives’ remunerations and increasing the transparency of such information. This article is written against such background and examines the recent proposal by the UK BEIS to ask the FRC to amend the UK Corporate Governance Code (UKCGC) to strengthen clawback provisions for directors’ remuneration in listed companies as part of its audit reform. The article examines the background and debates regarding the possible implementation of such a measure in the UK. Contrary to the BEIS’ proposal, it argues that implementing it through the UKCGC is unlikely to enhance overall corporate governance and audit quality. It argues that the UK should follow the footsteps of its US and Dutch counterparts by enacting legislation to claw back directors’ remunerations. It will also provide some recommendations as to the key factors that need to be considered in drafting such a statutory provision.

Keywords: company law, corporate governance, agency problem, directors' remunerations, clawbacks

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Authors: Norazah Mohd Suki, Norbayah Mohd Suki

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This research aims to examine the influence of mediating effect of corporate social responsibility on the relationship between consumer awareness of green marketing and purchase intentions in the retail setting. Data from 200 valid questionnaires was analyzed using the partial least squares (PLS) approach for the analysis of structural equation models with SmartPLS computer program version 2.0 as research data does not necessarily have a multivariate normal distribution and is less sensitive to sample size than other covariance approaches. PLS results revealed that corporate social responsibility partially mediated the link between consumer awareness of green marketing and purchase intentions of the product in the retail setting. Marketing managers should allocate a sufficient portion of their budget to appropriate corporate social responsibility activities by engaging in voluntary programs for positive return on investment leading to increased business profitability and long run business sustainability. The outcomes of the mediating effects of corporate social responsibility add a new impetus to the growing literature and preceding discoveries on consumer green marketing awareness, which is inadequately researched in the Malaysian setting. Direction for future research is also presented.

Keywords: green marketing awareness, social responsibility, partial least squares, purchase intention

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Authors: Abiodun Oluwaseun Ibude

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Every now and then we hear of companies closing down their operations due to unethical practices like an overstatement of company’s balance sheet, concealing company’s debt, embezzlement of company’s fund, declaring false profit and so on. This has led to the liquidation of companies and the loss of investments of shareholders as well as the interest of other stakeholders. As a result of these ugly trends, there is need to put in place a formidable mechanism that will ensure that business activities are conducted in a healthy manner. It should also promote good ethics as well as ensure that the interest of stakeholders and the objectives of any organization is achieved within the confines of the law; wherein law exists to provide criminal penalties for falsification of documents and for conducting other irregularities. Based on the foregoing, it becomes imperative to ensure that steps are taken to stop this menace and face the challenges ahead. This calls for the practice of good governance. The purpose of this study is to identify various components of corporate governance and determine the impact of it on the performance of established organizations. A survey method with the use of questionnaire was applied in collecting data useful for this study which were later analyzed using correlation co-efficiency statistical tools in generating finding, making a conclusion, and necessary recommendation. From the research conducted, it was discovered that there are systems within organizations apart from regulatory agencies that ensure effective control of activities, promote accountability, and operational efficiency. However, some members of organizations fail to explore the usage of corporate governance and impact negatively of an organization’s performance. In conclusion, good corporate governance will not be achieved unless there is openness, honesty, transparency, accountability, and fairness.

Keywords: corporate governance, formidable mechanism, company’s balance sheet, stakeholders

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Authors: Ikechukwu Ndu

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This study examines the econometric modeling of the relation between discretionary accrual earnings management, International Financial Reporting Standards (IFRS), and certain corporate governance factors with regard to listed Nigerian non-financial firms. Although discretionary accrual earnings management is a well-known and global problem that has an adverse impact on users of the financial statements, its relationship with IFRS and corporate governance is neither adequately researched nor properly systematically investigated in Nigeria. The dearth of research in the relation between discretionary accrual earnings management, IFRS and corporate governance in Nigeria has made it difficult for academics, practitioners, government setting bodies, regulators and international bodies to achieve a clearer understanding of how discretionary accrual earnings management relates to IFRS and certain corporate governance characteristics. This is the first study to the author’s best knowledge to date that makes interesting research contributions that significantly add to the literature of discretionary accrual earnings management and its relation with corporate governance and IFRS pertaining to the Nigerian context. A comprehensive review is undertaken of the literature of discretionary total accrual earnings management, IFRS, and certain corporate governance characteristics as well as the data, models, methodologies, and different estimators used in the study. Secondary financial statement, IFRS, and corporate governance data are sourced from Bloomberg database and published financial statements of Nigerian non-financial firms for the period 2004 to 2016. The methodology uses both the total and working capital accrual basis. This study has a number of interesting preliminary findings. First, there is a negative relationship between the level of discretionary accrual earnings management and the adoption of IFRS. However, this relationship does not appear to be statistically significant. Second, there is a significant negative relationship between the size of the board of directors and discretionary accrual earnings management. Third, CEO Separation of roles does not constrain earnings management, indicating the need to preserve relationships, personal connections, and maintain bonded friendships between the CEO, Chairman, and executive directors. Fourth, there is a significant negative relationship between discretionary accrual earnings management and the use of a Big Four firm as an auditor. Fifth, including shareholders in the audit committee, leads to a reduction in discretionary accrual earnings management. Sixth, the debt and return on assets (ROA) variables are significant and positively related to discretionary accrual earnings management. Finally, the company size variable indicated by the log of assets is surprisingly not found to be statistically significant and indicates that all Nigerian companies irrespective of size engage in discretionary accrual management. In conclusion, this study provides key insights that enable a better understanding of the relationship between discretionary accrual earnings management, IFRS, and corporate governance in the Nigerian context. It is expected that the results of this study will be of interest to academics, practitioners, regulators, governments, international bodies and other parties involved in policy setting and economic development in areas of financial reporting, securities regulation, accounting harmonization, and corporate governance.

Keywords: discretionary accrual earnings management, earnings manipulation, IFRS, corporate governance

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Authors: Cindy Woods

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After years of implacable neoliberal globalization, multinational corporations have moved from the periphery to the center of the international legal agenda. Human rights advocates have long called for greater corporate accountability in the international arena. The creation of the Global Compact in 2000, while aimed at fostering greater corporate respect for human rights, did not silence these calls. After multiple unsuccessful attempts to adopt a set of norms relating to the human rights responsibilities of transnational corporations, the United Nations succeeded in 2008 with the Guiding Principles on Business and Human Rights (Guiding Principles). The Guiding Principles, praised by some within the international human rights community for their recognition of an individual corporate responsibility to respect human rights, have not escaped their share of criticism. Many view the Guiding Principles to be toothless, failing to directly impose obligations upon corporations, and call for binding international obligations on corporate entities. After decades of attempting to promulgate human rights obligations for multinational corporations, the existing legal frameworks in place fall short of protecting individuals from the human rights abuses of multinational corporations. The Global Compact and Guiding Principles are proof of the United Nations’ unwillingness to impose international legal obligations on corporate actors. In June 2014, the Human Rights Council adopted a resolution to draft international legally binding human rights norms for business entities; however, key players in the international arena have already announced they will not cooperate with such efforts. This Note, through an overview of the existing corporate accountability frameworks and a study of Newmont Mining’s Minas Conga project in Peru, argues that binding international human rights obligations on corporations are necessary to fully protect human rights. Where states refuse to or simply cannot uphold their duty to protect individuals from transnational businesses’ human rights transgressions, there must exist mechanisms to pursue justice directly against the multinational corporation.

Keywords: business and human rights, Latin America, international treaty on business and human rights, mining, human rights

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Authors: Navdeep Kaur

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Corporate Social Responsibility is the process through which the organizations execute their philanthropic visions for social welfare. This paper considers the data of one Public Sector Bank–State Bank of India (SBI) and one Private Sector Bank-Industrial Credit and Investment Corporation of India (ICICI) from the year 2008 to 2016. The study is based on descriptive research design, and secondary data collected from the annual report of respective bank from website and different literature are reviewed. Least Square Method is used for estimating CSR spending for the financial year 2017-18. The analysis shows that these banks are making efforts for the implementation of CSR, but are not spending their 2% share of profits on CSR. There is a need for better CSR activities by the banks, which is possible by concentrating more on the prevailing social issues. The finding reveals that the percentage of profit after tax spends for CSR by SBI is more compare to ICICI. The estimated Spending for CSR for 2017-18 is also more in SBI as compared to ICICI.

Keywords: banking sector, corporate social responsibility in India, financial institution, public sector banks, SBI, ICICI

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Authors: Abdullah AlGhazali, Richard Fairchild, Yilmaz Guney

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We examine the effect of managerial overconfidence on UK firms’ payout policy for the period 2000 to 2012. The analysis incorporates, in addition to common firm-specific factors, a wide range of corporate governance factors and managerial characteristics that have been documented to affect the relationship between overconfidence and payout policy. Our results are robust to several estimation considerations. The findings show that the influence of overconfident CEOs on the amount of, and the propensity to pay, dividends is significant within the UK context. Specifically, we detect that there is a reduction in dividend payments in firms managed by overconfident managers compared to their non-overconfident counterparts. Moreover, we affirm that cash flows, firm size and profitability are positively correlated, while leverage, firm growth and investment are negatively correlated with the amount of and propensity to pay dividends. Interestingly, we demonstrate that firms with the potential for undervaluation reduce dividend payments. Some of the corporate governance factors are shown to motivate firms to pay more dividends while these factors seem to have no influence on the propensity to pay dividends. The results also show that in general higher overconfidence leads to more share repurchases but the lower total payout. Overall, managerial overconfidence should be considered as an important factor influencing payout policy in addition to other known factors.

Keywords: dividends, repurchases, UK firms, overconfidence, corporate governance, undervaluation

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Authors: Helene Eller

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The aim of non-profit organizations (NPO) is to provide services and goods for its clientele, with profit being a minor objective. By having this definition as the basic purpose of doing business, it is obvious that the goal of an organisation is to serve several bottom lines and not only the financial one. This approach is underpinned by the non-distribution constraint which means that NPO are allowed to make profits to a certain extent, but not to distribute them. The advantage is that there are no single shareholders who might have an interest in the prosperity of the organisation: there is no pie to divide. The gained profits remain within the organisation and will be reinvested in purposeful projects. Good governance is mandatory to support the aim of NPOs. Looking for a measure of good governance the principals of corporate governance (CG) will come in mind. The purpose of CG is direction and control, and in the field of NPO, CG is enlarged to consider the relationship to all important stakeholders who have an impact on the organisation. The recognition of more relevant parties than the shareholder is the link to corporate social responsibility (CSR). It supports a broader view of the bottom line: It is no longer enough to know how profits are used but rather how they are made. Besides, CSR addresses the responsibility of organisations for their impact on society. When transferring the concept of CSR to the non-profit area it will become obvious that CSR with its distinctive features will match the aims of NPOs. As a consequence, NPOs who apply CG apply also CSR to a certain extent. The research is designed as a comprehensive theoretical and empirical analysis. First, the investigation focuses on the theoretical basis of both concepts. Second, the similarities and differences are outlined and as a result the interconnection of both concepts will show up. The contribution of this research is manifold: The interconnection of both concepts when applied to NPOs has not got any attention in science yet. CSR and governance as integrated concept provides a lot of advantages for NPOs compared to for-profit organisations which are in a steady justification to show the impact they might have on the society. NPOs, however, integrate economic and social aspects as starting point. For NPOs CG is not a mere concept of compliance but rather an enhanced concept integrating a lot of aspects of CSR. There is no “either-nor” between the concepts for NPOs.

Keywords: business ethics, corporate governance, corporate social responsibility, non-profit organisations

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Authors: Jesus Argueta

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This study aims to explore the Business Demography Phenomena along the Central American context, through the examination of its theoretical background, and the revision of Central American corporations success stories, that will eventually guide this research towards the business Demography Key Performance Indicators, across the Central American Business Ambiance. Considering that this analysis will support the development of a Small and Medium Business Observatory over the Honduran commercial landscapes, as platform for the reinforcement of this global topic.

Keywords: business demography, economic dynamism, small, medium and large enterprises, corporate demography

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Authors: Patrick Velte

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Sustainability reporting has become a central element of modern corporate governance practice. This paper is the first to recognize supervisory board independence, sustainable expertise and gender diversity in two European two tier countries and their impact on sustainability reporting quality. For a sample of 188 German and Austrian companies which are listed at the Prime Standard of the Frankfurt and Vienna Stock Exchange for the business years 2012-2013, descriptive findings show that CSR reporting quality is still low in both countries. Furthermore, multiple regressions state that independent and female members in the supervisory board do have a positive impact on CSR reporting quality in Germany and Austria. However, the existence of sustainable experts in the supervisory board both in Germany and Austria shows a positive but insignificant impact. Our findings suggest that the current European corporate governance regulations can be a useful instrument to increase the quality of modern CSR reporting for the stakeholders.

Keywords: sustainability reporting, corporate governance, gender diversity, board independence

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Authors: Lara Al-Haddad, Mark Whittington

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This paper aims to examine the impact of two influential internal corporate governance mechanisms, namely board characteristics and ownership structure on the use of real activities-based and accrual-based earnings management by Jordanian public firms. Using panel data from Jordanian public firms after the introduction of the Jordanian Corporate Governance Code (JCGC) in 2009, the study finds both institutional ownership and managerial ownership constrain the use of real and accrual earnings manipulations. On the other side, both independent directors and largest shareholders are found to exaggerate the incidence of using real and accrual earnings management. The study also examines the trade-off between real and accrual earnings management and found that Jordanian firms use a combination of real and accrual-based earnings management to obtain the greatest effect on earnings reporting strategies. For the purpose of this study, three types of real earnings management are considered: sales manipulation, overproduction, and the abnormal reduction of discretionary expenditures. The abnormal discretionary accrual is considered for accruals management. While for the internal corporate governance mechanisms; board characteristics are examined by using board independence, board size, and CEO-duality; and ownership structure is examined by using managerial ownership, institutional ownership, foreign ownership and largest shareholder ownership. To the best knowledge of the researchers, this study is the first to examine the relationship between board characteristics and real earnings management in Jordan. Further, it is the first to examine the relationship between corporate governance mechanisms and discretionary accruals after the introduction of the Jordanian Corporate Governance Code in 2009. Thus, the findings of this study have important policy implications for policymakers, regulators, standard setters, audit professional, and investors in their attempts to constrain the practice of earnings management, whether real or accrual, and to improve the financial reporting quality in Jordan.

Keywords: board characteristics, Jordan, ownership structure, real earnings management

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Authors: Chen Shuwen, Nunthapin Chantachaimongkol

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Since the world has moved into a transitional period, known as globalization; the business environment is now more complicated than ever before. Corporate information has become a matter of great importance for stakeholders, in order to understand the current situation. As a result of this, the concept of corporate governance has been broadly introduced to manage and control the affairs of corporations while businesses are required to disclose both financial and non-financial information to public via various communication channels such as the annual report, the financial report, the company’s website, etc. However, currently there are several other issues related to asymmetric information such as moral hazard or adverse selection that still occur intensively in workplaces. To prevent such problems in the business, it is required to have an understanding of what factors strengthen their transparency, accountability, fairness, and responsibility. Under aforementioned arguments, this paper aims to propose a conceptual framework that enables an investigation on how corporate governance mechanism influences disclosure efficiency of listed companies in the Association of Southeast Asia Nations (ASEAN) and the factors that should be considered for further development of good behaviors, particularly in regards to voluntary disclosure practices. To achieve its purpose, extensive reviews of literature are applied as a research methodology. It is divided into three main steps. Firstly, the theories involved with both corporate governance and disclosure practices such as agency theory, contract theory, signaling theory, moral hazard theory, and information asymmetry theory are examined to provide theoretical backgrounds. Secondly, the relevant literatures based on multi- perspectives of corporate governance, its attributions and their roles on business processes, the influences of corporate governance mechanisms on business performance, and the factors determining corporate governance characteristics as well as capability are reviewed to outline the parameters that should be included in the proposed model. Thirdly, the well-known regulatory document OECD principles and previous empirical studies on the corporate disclosure procedures are evaluated to identify the similarities and differentiations with the disclosure patterns in the ASEAN. Following the processes and consequences of the literature review, abundant factors and variables are found. Further to the methodology, additional critical factors that also have an impact on the disclosure behaviors are addressed in two groups. In the first group, the factors which are linked to the national characteristics - the quality of national code, legal origin, culture, the level of economic development, and so forth. Whereas in the second group, the discoveries which refer to the firm’s characteristics - ownership concentration, ownership’s rights, controlling group, and so on. However, because of research limitations, only some literature are chosen and summarized to form part of the conceptual framework that explores the relationship between corporate governance and the disclosure practices of listed companies in ASEAN.

Keywords: corporate governance, disclosure practice, ASEAN, listed company

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Authors: Vani Tanggamani, Azlan Amran

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The issues of Corporate Social Responsibility (CSR) have been extended from developmental economics to corporate and business in recent years. Research in issues related to CSR is deemed to make higher impacts as CSR encourages long-term economy and business success without neglecting social, environmental risks, obligations and opportunities. Therefore, CSR is a key matter for any organisation aiming for long term sustainability since business incorporates principles of social responsibility into each of its business decisions. Thus, this paper presents a theoretical proposition based on stakeholder theory from the organisational perspective as a foundation for better CSR practices. The primary subject of this paper is to explore how looping concept can be effectively embedded into corporate CSR strategy to foster sustainable long term growth. In general, the concept of a loop is a structure or process, the end of which is connected to the beginning, whereas the narrow view of a loop in business field means plan, do, check, and improve. In this sense, looping concept is a blend of balance and agility with the awareness to know when to which. Organisations can introduce similar pull mechanisms by formulating CSR strategies in order to perform the best plan of actions in real time, then a chance to change those actions, pushing them toward well-organized planning and successful performance. Through the analysis of an exploratory study, this paper demonstrates that approaching looping concept in the context of corporate CSR strategy is an important source of new idea to propel CSR practices by deepening basic understanding through the looping concept which is increasingly necessary to attract and retain business stakeholders include people such as employees, customers, suppliers and other communities for long-term business survival. This paper contributes to the literature by providing a fundamental explanation of how the organisations will experience less financial and reputation risk if looping concept logic is integrated into core business CSR strategy.The value of the paper rests in the treatment of looping concept as a corporate CSR strategy which demonstrates "looping concept implementation framework for CSR" that could further foster business sustainability, and help organisations move along the path from laggards to leaders.

Keywords: corporate social responsibility, looping concept, stakeholder theory, sustainable growth

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Authors: Jakub Stelina, Janina Ciechanowicz-McLean

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Fifty years of existence and development of international environmental law brought a deep disappointment with efficiency and effectiveness of traditional command and control mechanisms of environmental regulation. Agenda 21 agreed during the first Earth Summit in Rio de Janeiro 1992 was one of the first international documents, which explicitly underlined the importance of public participation in environmental protection. This participation includes also the initiatives undertaken by business corporations in the form of private environmental standards setting. Twenty years later during the Rio 20+ Earth Summit the private sector obligations undertaken during the negotiations have proven to be at least as important as the ones undertaken by the governments. The private sector has taken the leading role in environmental standard setting. Among the research methods used in the article two are crucial in the analysis. The comparative analysis of law is the instrument used in the article to analyse the practice of states and private business companies in the field of sustainable development. The article uses economic analysis of law to estimate the costs and benefits of Corporate Social Responsibility Projects in the field of environmental protection. The study is based on the four premises. First is the role of social dialogue, which is crucial for both Corporate Social Responsibility and modern environmental protection regulation. The Aarhus Convention creates a procedural environmental human right to participate in administrative procedures of law setting and environmental decisions making. The public participation in environmental impact assessment is nowadays a universal standard. Second argument is about the role of precaution as a principle of modern environmental regulation. This principle can be observed both in governmental regulatory undertakings and also private initiatives within the Corporate Social Responsibility environmental projects. Even in the jurisdictions which are relatively reluctant to use the principle of preventive action in environmental regulation, the companies often use this standard in their own private business standard setting initiatives. This is often due to the fact that soft law standards are used as the basis for private Corporate Social Responsibility regulatory initiatives. Third premise is about the role of ecological education in environmental protection. Many soft law instruments underline the importance of environmental education. Governments use environmental education only to the limited extent due to the costs of such projects and problems with effects assessment. Corporate Social Responsibility uses various means of ecological education as the basis of their actions in the field of environmental protection. Last but not least Sustainable development is a goal of both legal protection of the environment, and economic instruments of companies development. Modern environmental protection law uses to the increasing extent the Corporate Social Responsibility. This may be the consequence of the limits of hard law regulation. Corporate Social Responsibility is nowadays not only adapting to soft law regulation of environmental protection but also creates such standards by itself, showing new direction for development of international environmental law. Corporate Social Responsibility in environmental protection can be good investment in future development of the company.

Keywords: corporate social responsibility, environmental CSR, environmental justice, stakeholders dialogue

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Authors: Joel S. Akintayo, Ramat T. Salman

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The stakeholders’ pressure on corporate managers to maintain firm’s profitability has created economic incentives for management to engage in earnings management practices. Therefore, this study examines the effects of audit quality and corporate governance on earnings management of quoted deposit money banks (DMBs) in Nigeria. This study specifically investigates the influence of audit tenure, audit fee, board independence, and board size on earnings management of DMBs. Explanatory research design was employed in carrying out the study while secondary data were sourced from the annual reports and accounts of all the 15 quoted DMBs in Nigerian Stock Exchange as at December 31, 2015 for a period of 10 years covering from 2006 to 2015. The data obtained for the study were analyzed using panel regression analysis approach. The findings reveal that board independence has a negative significant effect on earnings management at a 5% level of significance (p=0.002), while audit fee has a positive significant effect on earnings management at a 5% level of significance (p=0.013) and audit tenure has a negative significant effect on earnings management of DMBs at a 5% level of significance (p=0.003). Surprisingly, board size was statistically not significant at a 5% level of significance (p=0.086). The study concludes that high audit quality and sound corporate governance could improve the earnings quality of DMBs. Hence, the study recommends that the authorities saddled with the responsibility of banking supervision in Nigeria such the Securities and Exchange Commission (SEC) and CBN to advise the National Assembly in Nigeria to pass into law the three years professional requirement for audit tenure.

Keywords: audit quality, audit tenure, audit fee, board independence, corporate governance, earnings management

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Authors: Seigo Matsuno, Yasuo Uchida, Shozo Tokinaga

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This paper proposes and empirically tests a model of the relationships between green supply chain management (GSCM) activities and corporate performance. From the literature review, we identified five constructs, namely, environmental commitment, supplier collaboration, supplier assessment, information sharing among suppliers, and business process improvement. These explanatory variables are used to form a structural model explaining the environmental and economic performance. The model was analyzed using the data from a survey of a sample of manufacturing firms in Japan. The results suggest that the degree of supplier collaboration has an influence on the environmental performance directly. While, the impact of supplier assessment on the environmental performance is mediated by the information sharing and/or business process improvement. And the environmental performance has a positive relationship on the economic performance. Academic and managerial implications of our findings are discussed.

Keywords: corporate performance, empirical study, green supply chain management, path modeling

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Authors: Bi-Huei Tsai

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Previous studies on financial distress prediction choose the conventional failing and non-failing dichotomy; however, the distressed extent differs substantially among different financial distress events. To solve the problem, “non-distressed”, “slightly-distressed” and “reorganization and bankruptcy” are used in our article to approximate the continuum of corporate financial health. This paper explains different financial distress events using the two-stage method. First, this investigation adopts firm-specific financial ratios, corporate governance and market factors to measure the probability of various financial distress events based on multinomial logit models. Specifically, the bootstrapping simulation is performed to examine the difference of estimated misclassifying cost (EMC). Second, this work further applies macroeconomic factors to establish the credit cycle index and determines the distressed cut-off indicator of the two-stage models using such index. Two different models, one-stage and two-stage prediction models, are developed to forecast financial distress, and the results acquired from different models are compared with each other, and with the collected data. The findings show that the two-stage model incorporating financial ratios, corporate governance and market factors has the lowest misclassification error rate. The two-stage model is more accurate than the one-stage model as its distressed cut-off indicators are adjusted according to the macroeconomic-based credit cycle index.

Keywords: Multinomial logit model, corporate governance, company failure, reorganization, bankruptcy

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Authors: Philemon Rakoto

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Most executive compensation packages consist of four major components: base fixed salary, annual and long-term non-equity incentive plans, share-based and option-based awards and pension value. According to agency theory, the relative composition of executive compensation packages is one of the mechanisms that firms use to align the interests of executives and shareholders in order to mitigate agency costs. This paper tests the effect of the relative composition of executive compensation packages on financial reporting quality. Financial reporting quality is measured by the value relevance of accounting earnings. Corporate governance is a moderating variable in the model. Using data from Canadian firms composing S&P/TSX index of the year 2013 and governance scores based on Board Games, the analysis shows that, only for firms with good governance, there is an optimal level of the proportion of executive equity-based compensation in relation to total compensation that enhances the quality of financial reporting.

Keywords: Canada, corporate governance, executive compensation packages, financial reporting quality

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Authors: Jagbir Singh Kadyan

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This research paper critically analyse the performance of those Indian Automobile Companies which are listed and traded on the National Stock Exchange (NSE) of India and which are also included in the NSE nifty auto Index. In India, CSR–Corporate Social Responsibility is mandatory for certain qualifying companies under the Indian Companies Act 2013, which replaces the erstwhile Companies Act 1956. There has been a significant shift in the focus and approaches of the Indian Corporates towards their CSR obligations with the insertion of section 135, revision of section 198 and introduction of schedule VII of the Indian Companies Act 2013. Every such qualifying companies are required to mandatorily spend at least 2% of their annual average net profit of the immediately preceding three financial years on such CSR activities as specified under schedule VII of the Companies act 2013. This research paper analyzes the CSR performance of such Indian companies. This research work is originally based on the secondary data. The annual reports of the selected Indian automobile companies have been extensively used and considered for this research work.

Keywords: board of directors, corporate social responsibility, CSR committees, Indian automobile companies, Indian companies act 2013, national stock exchange

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