Search results for: corporate board

Authors: María-José Palacin-Sanchez, Filippo Di Pietro, Reyes Samaniego-Medina

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This article examines, in an institutional context such as Spanish one, the corporate board structure characteristics and determinants in entrepreneurial firms to go public. Specifically, it explores these issues through all the initial public offerings in the Spanish Alternative Equity Market (MAB), which is a market segment for smaller growing companies. The results show that: a) firm size, age of the company, and the reputation of the auditor and the nominated advisor and Corporate Governance Code favour a larger and more independent board structure that enhances its monitoring functions; and b) leverage, opportunities of growth, sector risk and ownership by executive directors all lead towards a smaller broad of directors where the role of entrepreneurship provided by executive directors remains crucial. This reflects the delicate balance of power between small-business entrepreneurs and financial equity market forces, which demand more transparency and monitoring in the companies.

Keywords: board composition, board size, corporate governance, IPO, SMEs

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Authors: Zahra A. Al Nasser, Domenico Campa

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This paper investigates board of directors and firms’ ownership structure on non-financial companies listed in Gulf Cooperation council (GCC) countries using data from 2009 to 2013. The overall result of the study is that board size and board meeting have increased over years. Additionally, all combined committee variables have improved as well as audit committee size, audit committee meeting and audit committee experience have improved over the years. Furthermore, Oman is the only country that has not shown any statistically significant change in value of its associated variables.

Keywords: corporate governance, GCC countries, board of directors, ownership structure

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Authors: Jennifer Martínez Ferrero, Emma García-Meca

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Despite substantial attention to the involvement of women directors in ESG matters, CSR, and sustainability engagement, there is limited understanding regarding the connection between corporate social irresponsibility CSI and the presence of females in leadership roles, including boards. This study contends that gender diversity is inversely correlated with corporate social irresponsibility, primarily due to attributes associated with feminine leadership styles, stakeholder focus, monitoring functions, ethical sensitivity, and risk aversion attitudes. Leveraging a dataset of non-financial European firms, our results offer insights into the effectiveness of gender diversity in preventing corporate social irresponsibility, contingent on women's visibility and legitimacy within the organization, thus supporting both tokenism and critical mass theories. Furthermore, our findings underscore the pivotal role of the institutional context, highlighting that women in board positions are only effective in curbing corporate social irresponsibility in countries where national policies are robust in combating gender inequality.

Keywords: sustainability, board, corporate governance, ESG

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Authors: Vithaya Intaraphimol

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This research investigates the effect of financial accounting information and non-financial accounting reports on corporate credibility via strength of board of directors and market environment volatility as moderating effect. Data in this research is collected by questionnaire form non-financial companies listed on the Stock Exchange of Thailand. Multiple regression statistic technique is chosen for analyzing the data. The empirical results find that firms with greater financial accounting information reports and non-financial accounting information reports will gain greater corporate credibility. Therefore, the corporate reporting has the value for the firms. Moreover, the strength of board of directors will positively moderate the financial and non-financial accounting information reports and corporate credibility relationship. Whereas, market environment volatility will negatively moderate the financial and nonfinancial accounting information reports and corporate credibility relationship.

Keywords: corporate credibility, financial and non-financial reports, firms performance, economics

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Authors: Synthia Atas Sari

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The purpose of this paper is to examine the impact of reward system which determine by government over the work of Board of Commissioners to implement good corporate governance in Indonesian state-owned enterprises. To do so, this study analyzes the adequacy of the remuneration, the job attractiveness, and the board commitment and dedication with the remuneration system. Qualitative method used to examine the significant features and challenges to the government policy over the remuneration determination for the board of commissioners to their roles. Data gathered through semi-structure in-depth interview to the twenty-one participants over nine Indonesian stated-owned enterprises and written documents. Findings of this study indicate that government policies over the remuneration system is not effective to increase the performance of board of commissioners in implementing good corporate governance in Indonesian stated-owned enterprises due to unattractiveness of the remuneration amount, demotivate active members, and conflict interest over members of the remuneration committee.

Keywords: reward system, board of commissioners, stated-owned enterprises, government policy

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Authors: Ndagi Salihu

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Corporate governance mechanisms are the control measures for ensuring that all the interests groups are equally represented and management are working towards wealth creation in the interest of all. Therefore, there are many empirical studies during the last three decades on corporate governance and firm performance. However, little is known about the effects of family ownership on the relationship between corporate governance and firm performance, especially in the developing economy like Nigeria. This limit our understanding of the unique governance dynamics of family ownership with regards firm performance. This study examined the impact of family ownership on the relationship between governance mechanisms and financial performance of publicly listed companies in Nigeria. The study adopted quantitative research methodology using correlational ex-post factor design and secondary data from annual reports and accounts of a sample of 23 listed companies for a period of 5 years (2014-2018). The explanatory variables are the board size, board composition, board financial expertise, and board audit committee attributes. Financial performance is proxy by Return on Assets (ROA) and Return on Equity (ROE). Multiple panel regression technique of data analysis was employed in the analysis, and the study found that family ownership has a significant positive effect on the relationships between corporate governance mechanisms and financial performance of publicly listed firms in Nigeria. This finding is the same for both the ROA and ROE. However, the findings indicate that board size, board financial expertise, and board audit committee attributes have a significant positive impact on the ROA and ROE of the sample firms after the moderation. Moreover, board composition has significant positive effect on financial performance of the sample listed firms in terms of ROA and ROE. The study concludes that the use of family ownership in the control of firms in Nigeria could improve performance by reducing the opportunistic actions managers as well as agency problems. The study recommends that publicly listed companies in Nigeria should allow significant family ownership of equities and participation in management.

Keywords: profitability, board characteristics, agency theory, stakeholders

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Authors: Synthia A. Sari

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The transparent nomination and selection process is the first step to obtaining qualified members of board. It is believed as the representative (agent) of the owners, members of the board must consist of competent and professional people. However, the development of transparent and ideal nomination and selection process in Indonesian State-owned enterprises (SOEs) has been based on relatively little research. Considering the relative importance attached by boards to conduct their roles in their principal’s interest in a variety of governance tasks in state-owned enterprises, the primary aim of this paper is to shed light on the extent of nomination and selection process impact performance of the board in implementing good corporate governance in Indonesian SOEs. The exploratory nature of this study led to the adoption of a qualitative research methodology which uses semi-structured interviews and publically available documents to collect a range of data pertaining board nomination and selection and the work of boards. Interviews were conducted with four informants from three Indonesian SOEs and Ministry of SOEs. Findings in this study demonstrate unclear job description and expectations board members as a result of unclear functions of the board in Indonesian SOEs make transparent and accountable nomination and selection process hard to conduct. This situation is vulnerable to the influences from political interest and that even the process itself can degenerate into situations of political interference. In the end, it leads to choosing the wrong person for membership of the board. This study makes a significant contribution to several fields; the human resource management, corporate governance, and Southeast studies by addressing the basic research gaps of board selection process issues in Indonesian SOEs. The gap is addressed by providing a more coherent framework for effective nomination and selection system which reflects more clearly the real experiences of those actually involved at board level.

Keywords: board selection and nomination process, Indonesian stated-owned enterprises, good corporate governance, political influence

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Authors: Lucy Novianti

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The purpose of this study is to determine the effect of corporate governance, ownership structure, and cash holdings on firm value, either direct or indirect through profitability as an intervening variable for non-financial companies listed on the Indonesia Stock Exchange during 2006 to 2014. Samples of 176 firms are chosen based on purposive sampling method. The results of this study conclude that profitability, the size of Audit Committee, audit quality, and cash flow have positive effects on firm value. This study also shows that the meeting frequency of the Board of Directors and free cash flow have negative effects on firm value. In addition, this study finds that the size of the Board of Directors, Independent Commissioner, and ownership structure do not have significant effects on firm value. In this study, the function of profitability as an intervening variable can only be done on the impact of the meeting frequency of the Board of Directors and cash flow on firm value. This study provides a reference for management in decision making concerning the application of corporate governance, cash holdings, and financial performance. Moreover, it can be used as additional information for investors in assessing the feasibility of an investment. Finally, it provides a suggestion for the government regarding the regulation of corporate governance.

Keywords: cash holdings, corporate governance, firm value, ownership structure, profitability

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Authors: Mujeeb Saif Mohsen Al-Absy, Ku Nor Izah Ku Ismail, Sitraselvi Chandren

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This study examines whether corporate governance (CG) mechanisms in firms that have a whistle-blowing policy (WHBLP) are more effective in constraining earnings management (EM), than those without. A sample of 288 Malaysian firms for the years 2013 to 2015, amounting to 864 firm-years were grouped into firms with and without WHBLP. Results show that for firms without WHBLP, the board chairman tenure would minimize EM activities. Meanwhile, for firms with WHBLP, board chairman independence, board chairman tenure, audit committee size, audit committee meeting and women in the audit committees are found to be associated with less EM activities. Further, it is found that ownership concentration and Big 4 auditing firms help to reduce EM activities in firms with WHBLP, while not in firms without WHBLP. Hence, functional and effective governance can be achieved by having a WHBLP, which is in line with agency and resource dependent theories. Therefore, this study suggests that firms should have a WHBLP in place, and policymakers should come up with enhanced criteria to strengthen the mechanisms of WHBLP.

Keywords: corporate governance, earnings management, whistle-blowing policy, audit committee, board of directors

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Authors: Lien T. H. Tran, David A. Holloway

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Corporate governance practices have changed significantly across the world in the past three decades. Spectacular corporate failures during this period have acted as a catalyst for the development of codes and guidelines that have resulted in the global acceptance of a ‘best practice’ model. This study assesses the relevance of such a ‘one size fits all model’ for the developing nation state of Vietnam. The findings of this analytical paper is that there are three key elements (government, international institutions and the nature of business) that are pertinent and central to corporate governance developments in the country. We also find that the quality of corporate governance in Vietnam is at a medium level when compared to international practices. Vietnam still has a long way to go to construct and embed effective corporate governance policies and practices and promote ethical business behaviours and sound decision making at board level.

Keywords: corporate governance, government, international institutions, public companies, Vietnam

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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: Vishwa Nath Maurya, Rama Shanker Sharma, Saad Talib Hasson Aljebori, Avadhesh Kumar Maurya, Diwinder Kaur Arora

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Present paper deals with problems of determining the relationship between the variables of corporate governance and financial performance of Islamic banks. Here, we dealt with the corporate governance in the banking sector, where increasing the importance of corporate governance, due to their special nature, as the bankruptcy of banks affects not only the relevant parties from customers, depositors and lenders, but also affect financial stability and then the economy as a whole. Through this paper we dealt to the specificity of governance in Islamic banks, which face double governance: Anglo-Saxon governance system and Islamic governance system. In addition, we focused our attention to measure the impact of corporate governance variables on financial performance through an empirical study on a sample of Islamic banks during the period 2005-2012 in the GCC region. Our present study implies that there is a very strong relationship between the variables of governance and financial performance of Islamic banks, where there is a positive relationship between return on assets and the composition of the Board of Directors, the size of the Board of Directors, the number of committees in the Council, as well as the number of members of the Sharia Supervisory Board, while it is clear that there is a negative relationship between return on assets and concentration ownership.

Keywords: correlation analysis, parametric estimation, corporate governance, financial performance, financial stability, conventional banks, bankruptcy, Islamic governance system

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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: Murat Can Pehlivanoglu

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Historically, gender equality has been mainly defended in the legal arenas of constitutional law and employment law. However, social and economic progress has required corporate law to provide gender equality on corporate boards. Recently, following the trend in Europe, the State of California (United States) enacted a law requiring that every publicly traded corporation based in California should have women on its board of directors. Still, the legal, social and economic implications of this law are yet to be discovered. The contractarian view of corporate law is predominant in the U.S. jurisprudence. However, gender quota law may not be justified through contractarian theory grounds. Therefore, the conformity of gender quota law with the general principles of U.S. corporate law remains questionable, and the immunity of close corporations from the scope of gender quota legislation provides support for the discrepancy. The methodology employed in this paper in the discussion of the rule’s conformity with corporate law is doctrinal, and American case law and legal scholarship are the basis for this discussion. This paper uses the aforementioned California law as sample legislation to evaluate the gender quota laws’ conformity with the contractarian theory of corporate law. It chooses California law as the sample due to its newness and the presence of pending shareholder lawsuits against it. Also, since California is home to global companies, the effect of such law is expected to be wider. As alternative theories laid down by corporate law may already be activated to provide gender equality on boards of publicly traded corporations, enacting a specific gender quota law would not be justified by an allegedly present statutory deficiency based on contractarian theory. However, this theoretical reality would not enable shareholders to succeed in their lawsuits against such law on corporate law grounds, and investors will have limited options against its results. This will eventually harm the integrity of the marketplace. Through the analysis of the contractarian theory of corporate law and California gender quota law, the major finding of this paper is that the contractarian theory of corporate law does not permit mandating board room equality through corporate law. In conclusion, it expresses that the issue should be dealt with through separate legislation with a different remedial structure, to preserve the traditional rationale of corporate law in U.S. law.

Keywords: board of directors, gender equality, gender quota, publicly traded corporations

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Authors: Gladie Lui

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The global credit crisis of 2008 aroused renewed interest in the effectiveness of corporate governance mechanisms to safeguard investor interests. In this paper, we measure the effect of the crisis from 2008 to 2009 on the stock performance of 976 Hong Kong-listed companies and examine its link to corporate governance mechanisms. It is evident that the crisis and the economic downturn affected different industries. Empirical results show that firms with an independent board and a high concentration of ownership and management ownership had lower abnormal stock returns, but a lower price volatility during the global financial crisis. These results highlight that no single corporate governance mechanism is fit for all types of financial crises and time frames. To strengthen investors’ confidence in the ability of companies to deal with such swift financial catastrophes, companies should enhance the dynamism and responsiveness of their governance mechanisms in times of turbulence.

Keywords: board of directors, capital market, corporate governance, financial crisis

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Authors: Data Collete Bob-Manuel

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In light of global financial crisis in 2007-2008 various factors including board diversity, succession planning and board evaluation have been identified as essential ingredients in ensuring board effectiveness. The composition and structure of the board is of outmost importance in assessing a board’s ability and success in achieving its objectives. Following the corporate frauds and accounting scandals such as Enron, WorldCom, Parmalat, Oceanic Bank Nigeria and AfriBank Nigeria, there has been a notable amount of research about the effectiveness of the board of directors in the corporate governance of firms. The need to have an effective board cannot be over emphasized as it results in a more stable and thriving company. There has been an overarching need in the business world for a more diverse workforce and board of directors. Big corporations like Texaco, Ford Motors and DuPont have stated how diversity at every level of the workforce including the board of directors has been cited as a vital element for a company to succeed. Developed countries are also seeking for companies to have a more diverse board. For instance Norway has implemented a 60:40 board ratio to all companies. In West Africa, particularly Nigeria, the topic of diversity has received little attention as most studies conducted have focused on the gender aspect of diversity, which results found to have a negative impact on firm performance. This paper seeks to examine four variables of diversity; age, ethnicity, gender and skills to weigh the positive or negative impact the variables have on firm performance, based on evidence from the Nigerian Financial sector. Information used for this study will be gathered from financial statements and annual reports so as to enable the researcher to reflect on past years to know what is being done differently today. The findings of this study will help the researcher to develop a working definition for ethnicity with regards to the West African context where the issue of “tribe” is a sensitive topic.

Keywords: Board of Directors, Board Diversity, Firm Performance, Nigeria

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Authors: Luisa Unda, Kamran Ahmed, Paul Mather

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We examine the effect of board characteristics on the performance and asset quality of credit unions in Australia, using a large sample covering the period 2004-2012. Credit unions are unique in that they are customer-owned financial institutions and directors are democratically elected by members, which is distinctly different from other financial institutions, such as commercial banks. We find that board remuneration, board expertise, and attendance at board meetings have significantly positive impacts on credit union performance and asset quality, while board members who hold multiple directorships (busy directors), have a significant negative impact on credit union performance. Financial performance also improves with larger boards and long-tenured directors in credit unions. All of these relations hold after we control for alternative measures of performance, credit union characteristics and endogeneity problem.

Keywords: credit unions, corporate governance, board of directors, financial performance, Australia, asset quality

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Authors: Peter Crow

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Boards and directors have been subjects of much scholarly research and public interest over several decades, more so since the succession of high profile company failures of the early 2000s. An array of research outputs including information, correlations, descriptions, models, hypotheses and theories have been reported. While some of this research has shed light on aspects of the board–performance relationship and on board tasks and behaviours, the nature and characteristics of the supposed board–performance relationship remain undetermined. That satisfactory explanations of how boards influence company performance have yet to emerge is a significant blind spot. Yet the board is ultimately responsible for company performance, in accordance with the wishes of shareholders. The aim of this paper is to explore corporate governance and board practice through the lens of strategic management, and to take tentative steps towards a new conception of corporate governance. The findings of a recent longitudinal multiple-case study designed to explore the board’s involvement in strategic management are reported. Qualitative and quantitative data was collected from two quasi-public large companies in New Zealand including from first-hand observations of boards in session, semi-structured interviews with chief executives and chairmen and the inspection of company and board documentation. A synthetic timeline framework was used to collate the financial, board structure, board activity and decision-making data, in order to provide a holistic perspective. Decision sequences were identified, and realist techniques of abduction and retroduction were iteratively applied to analyse the multi-year data set. Using several models previously proposed in the literature as a guide, conjectures were formed, tested and refined—the culmination of which was a provisional model of how boards can influence performance via strategic management. The model builds on both existing theoretical perspectives and theoretical models proposed in the corporate governance and strategic management literature. This paper seeks to add to the understanding of how boards can make meaningful contributions to value creation via strategic management, and to comment on the qualities of directors, social interactions in boardrooms and other circumstances within which influence might be possible given the highly contingent relationship between board activity and business performance outcomes.

Keywords: board practice, case study, corporate governance, strategic management

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Authors: Abdulaziz Abdulsaleh

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This study aims at identifying the practices that should be taken into consideration by audit committees as a tool of corporate governance in Libyan commercial banks by investigating various perceptions on this topic. The study is based on a questionnaire submitted to audit committees ‘members at Libyan commercial banks, directors of internal audit departments as well as members of board of directors at these banks in addition to a number of external auditors and academic staff from Libyan universities. The study reveals that the role of audit committees has to be shifted from traditional areas of accounting to a broader role including functions related to financial reporting, audit planning, support the independence of internal and external auditors, acting as a channel of communication between external auditors and board of directors, reviewing external audit, and evaluating internal control systems. Although the study is a starting point in developing a framework of good audit committees’ practices in Libya, it is believed that the adoption of its results can result in enhancing the corporate governance practices not only in the banking sector but also in the entire corporate sector in Libya.

Keywords: audit committees, corporate governance, commercial banks, Libya

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Authors: Suresh Ramachandra

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Accounting values of firms are determined by strategies that firms pursue which are influenced by board characteristics specific to firms. Using two broad constructs of board characteristics, namely, board capital and board control, in the Malaysian context, this research attempts to infer their conjoint relevance to accounting values. The results of this research indicate that firms are able to increase their accounting values by deliberately selecting board characteristics which include director reputation and political affiliations.

Keywords: accounting values, board characteristics, board capital, board control

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Authors: Audia Syafa'atur Rahman, Rozali Haron

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The practices of Islamic banking are more attuned to the goals of profit maximization rather than obtaining ethical profit. Ethical profit is obtained from interest-free earnings and to give an impact which benefits to the growth of society and economy. Good corporate governance practices are needed to assure the sustainability of Islamic banks in order to achieve Maqasid Shariah with the main purpose of boosting the well-being of people. The Maqasid Shariah performance measurement is used to measure the duties and responsibilities expected to be performed by Islamic banks. It covers not only unification dimension like financial measurement, but also many dimensions covered to reflect the main purpose of Islamic banks. The implementation of good corporate governance is essential because it covers the interests of the stakeholders and facilitates effective monitoring to encourage Islamic banks to utilize resources more efficiently in order to achieve the Maqasid Shariah. This study aims to provide the empirical evidence on the Maqasid performance of Islamic banks in relation to the Maqasid performance evaluation model, to examine the influence of SSB characteristics and board structures to Islamic Banks performance as measured by Maqasid performance evaluation model. By employing the simple additive weighting method, Maqasid index for all the Islamic Banks in Indonesia within 2012 to 2016 ranged from above 11% to 28%. The Maqasid Syariah performance index where results reached above 20% are obtained by Islamic Banks such as Bank Muamalat Indonesia, Bank Panin Syariah, and Bank BRI Syariah. The consistent achievement above 23% is achieved by BMI. Other Islamic Banks such as Bank Victoria Syariah, Bank Jabar Banten Syariah, Bank BNI Syariah, Bank Mega Syariah, BCA Syariah, and Maybank Syariah Indonesia shows a fluctuating value of the Maqasid performance index every year. The impact of SSB characteristics and board structures are tested using random-effects generalized least square. The findings indicate that SSB characteristics (Shariah Supervisory Board size, Shariah Supervisory Board cross membership, Shariah Supervisory Board Education, and Shariah Supervisory Board reputation) and board structures (Board size and Board independence) have an essential role in improving the performance of Islamic Banks. The findings denote Shariah Supervisory Board with smaller size, higher portion of Shariah Supervisory Board cross membership; lesser Shariah Supervisory Board holds doctorate degree, lesser reputable scholar, more members on board of directors, and less independence non-executive directors will enhance the performance of Islamic Banks.

Keywords: Maqasid Shariah, corporate governance, Islamic banks, Shariah supervisory board

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Authors: Dian Andari

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In several decades, Islamic Banks (IBs) has proliferated internationally. To ensure IBs’ accountability to all stakeholders, a governance system is established. Similar to conventional banks (CBs), IBs create corporate governance system. In addition, IBs have Shari’ah Supervisory Board (SSB) as part of Shari’ah governance formed purposively to ensure IBs innovative operations comply to the Shari’ah. Thus, all boards in IBs must actively participate in good corporate as well as Shari’ah governance. The research will analyze SSB’s performance and quality of disclosure by observing 10 IBs annual report from 2011 to 2015 in Gulf countries. The content analysis will be done to see the relationship between SSB’s performance and quality of disclosure in the annual report. The analysis found that event all aspects of disclosure have been meet, financial disclosure still dominates the annual report. This can indicate that the SSB’s focus is on the interest of capital providers.

Keywords: Islamic banks, Shari'ah supervisory board, accountability, quality of disclosure

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Authors: Manmeet Kaur, Madhu Vij

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The Board of Directors in a firm performs the primary role of an internal control mechanism. This Study seeks to understand the relationship between internal governance and performance of banks in India. The research paper investigates the effect of board structure (proportion of nonexecutive directors, gender diversity, board size and meetings per year) on the firm performance. This paper evaluates the impact of corporate governance mechanisms on bank’s financial performance using panel data for 28 listed banks in National Stock Exchange of India for the period of 2008-2014. Returns on Asset, Return on Equity, Tobin’s Q and Net Interest Margin were used as the financial performance indicators. To estimate the relationship among governance and bank performance initially the Study uses Pooled Ordinary Least Square (OLS) Estimation and Generalized Least Square (GLS) Estimation. Then a well-developed panel Generalized Method of Moments (GMM) Estimator is developed to investigate the dynamic nature of performance and governance relationship. The Study empirically confirms that two-step system GMM approach controls the problem of unobserved heterogeneity and endogeneity as compared to the OLS and GLS approach. The result suggests that banks with small board, boards with female members, and boards that meet more frequently tend to be more efficient and subsequently have a positive impact on performance of banks. The study offers insights to policy makers interested in enhancing the quality of governance of banks in India. Also, the findings suggest that board structure plays a vital role in the improvement of corporate governance mechanism for financial institutions. There is a need to have efficient boards in banks to improve the overall health of the financial institutions and the economic development of the country.

Keywords: board of directors, corporate governance, GMM estimation, Indian banking

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Authors: Venugopal Kummamuru

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Corporate Governance (CG) is of utmost importance for running a company ethically. It is essential for the growth and success of the corporation. It is intended to increase the accountability of an organization to the larger context of the business environment. The general principles of CG include and are related to Shareholder recognition, Stakeholder interests, and focus on Corporate Social Responsibility (CSR), Clear Board responsibilities, Ethical behavior, and Business transparency. Network Marketing Organizations (NMOs) focus on marketing through direct-sales using people who are associated with the organization but are not their employees. This paper tries to study the importance of Ethics and CSR in an NMO and suggest a basic guideline for CG in NMO(s). This paper could be used as a basis or starting point for conducting an in-depth research to understand the difference in CG practices between NMO(s) and other organizations and define a standard set of guidelines for CG practice.

Keywords: corporate governance, corporate responsibility, direct selling, network marketing

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Authors: Arjun S.

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This study examines the impact of corporate governance on financial performance of Indian banks during five years (from 2010 to 2015). Based on 218 observations, a quantitative method of data analysis was employed to investigate the relevance of corporate governance mechanisms. The first finding reveals a significant and negative impact of board size on the performance of Indian banks. The research also finds a significant and negative relationship between CEO duality and bank performance. Finally, the correlation results reveal that there is a significant and negative correlation of Bank size and bank performance.

Keywords: Indian banks, financial performance, corporate governance, banksize

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Authors: Freyedon Ahmadi

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Corporate citizenship is considered as one of the most discussed topics in the developed countries, in which a citizen considers a Corporate just like a usual citizen with every civil right as respectful for corporate as for actual citizens, and in return citizens expect that corporate would pay a reciprocal respect to them. The current study’s purpose is to identify the impact of the current state of corporate citizenship along effective factors on its condition on industrial producing units, in order to find an accession plane for corporate citizenship development. In this study corporate citizenship is studied in four dimensions like legal corporate, economical corporate, ethical corporate and voluntary corporate. Moreover, effective factors’ impact on corporate citizenship is explored based on threefold dimensional model: behavioral, structural, and content factors, as well. In this study, 50 corporate of Food industry and of petrochemical industry, along with 200 selected individuals from directors’ board on Tehran province’s scale with stratified random sampling method, are chosen as actuarial sample. If based on functional goal and compilation methods, the present study is a description of correlation type; questionnaire is used for accumulation of initial Data. For Instrument Validity expert’s opinion is used and structural equations and its reliability is qualified by using Cronbach Alpha. The results of this study indicate that close to 70 percent of under survey corporate have not a good condition in corporate citizenship. And all of structural factors, behavioral factors, contextual factors, have a great deal of impression and impact on the advent corporate citizenship behavior in the producing Units. Among the behavioral factors, social responsibility; among structural factors, organic structure and human centered orientation, medium size, high organizational capacity; and among the contextual factors, the clientele’s positive viewpoints toward corporate had the utmost importance in impression on under survey Producing units.

Keywords: corporate citizenship, structural factors, behavioral factors, contextual factors, producing units

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Authors: Mohammed Nishat, Ahmad Ghazali

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This study empirically inspects the corporate governance and firm performance, and attempts to analyze the corporate governance and control related variables which are hypothesized to have effect on firm’s performance. Current study attempts to assess the mechanism and efficiency of corporate governance to achieve high level performance for the listed firms on the Karachi Stock Exchange (KSE) for the period 2005 to 2008. To evaluate the firm performance level this study investigate the firm performance using three measures; Return on assets (ROA), Return on Equity (ROE) and Tobin’s Q. To check the link between firm performances with the corporate governance three categories of corporate governance variables are tested which includes governance, ownership and control related variables. Fixed effect regression model is used to examine the relation among governance and corporate performance for 267 KSE listed Pakistani firms. The result shows that governance related variables like block shareholding by individuals have positive impact on firm performance. When chief executive officer is also the board chairperson then it is observed that performance of firm is adversely affected. Also negative relationship is found between share held by insiders and performance of firm. Leverage has negative influence on the firm performance and size of firm is positively related with performance of the firm.

Keywords: corporate governance, agency cost, KSE, ROA, Tobin’s Q

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Authors: Petra F. A. Dilling, Sinan Caykoylu

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The aim of this study was to shed light on the understanding of the factors determining a company’s disclosure on climate change reporting. The underlying study examines the effect of gender diversity and the mediating effect of female representation in management and on the board of directors and the existence of a dedicated sustainability board committee. To test the study’s objectives, the authors use a global sample of the largest companies and their reporting for the year 2020. The results suggest that corporate female participation has a significant influence on the quality of climate change reporting. In addition, having a dedicated sustainability board committee also significantly impacts the non-financial disclosure of climate change information.

Keywords: climate change, non-financial reporting, governance, board diversity, sustainability, CSR

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Authors: Vijay Marisetty, Poonam Singh

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Research on the effect of director's network connections on investor welfare is inconclusive. Some studies suggest that directors' connections are beneficial, in terms of, improving earnings information, firms valuation for new investors. On the other hand, adverse effects of directorial networks are also reported, in terms of higher earnings management, options back dating fraud, reduction in firm performance, lower board monitoring. From regulatory perspective, the role of directorial networks on corporate welfare is crucial. Cognizant of the possible ill effects associated with directorial networks, large investors, for better representation on the boards, are building their own database of prospective directors who are highly qualified, however, sourced from outside the highly connected directorial labor market. For instance, following Dodd-Frank Reform Act, California Public Employees' Retirement Systems (CalPERs) has initiated a database for registering aspiring and highly qualified directors to nominate them for board seats (proxy access). Our paper stems from this background and tries to explore the chances of outside directors getting directorships who lack established network connections. The paper is able to identify such aspiring directors' information by accessing a unique Indian data sourced from an online portal that aims to match the supply of registered aspirants with the growing demand for outside directors in India. The online portal's tie-up with stock exchanges ensures firms to access the new pool of directors. Such direct access to the background details of aspiring directors over a period of 10 years, allows us to examine the chances of aspiring directors without corporate network, to enter directorial network. Using this resume data of 16105 aspiring corporate directors in India, who have no prior board experience in the directorial labor market, the paper analyses the entry dynamics in corporate directors' labor market. The database also allows us to investigate the value of corporate network by comparing non-network new entrants with incumbent networked directors. The study develops measures of network centrality and network degree based on merit, i.e. network of individuals belonging to elite educational institutions, like Indian Institute of Management (IIM) or Indian Institute of Technology (IIT) and based on job or company, i.e. network of individuals serving in the same company. The paper then measures the impact of these networks on the appointment of first time directors and subsequent appointment of directors. The paper reports the following main results: 1. The likelihood of becoming a corporate director, without corporate network strength, is only 1 out 100 aspirants. This is inspite of comparable educational background and similar duration of corporate experience; 2. Aspiring non-network directors' elite educational ties help them to secure directorships. However, for post-board appointments, their newly acquired corporate network strength overtakes as their main determinant for subsequent board appointments and compensation. The results thus highlight the limitations in increasing board diversity.

Keywords: aspiring corporate directors, board diversity, director labor market, director networks

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Authors: Adeyemi Adebayo, Barry Ackers

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This paper comparatively analyses the corporate governance of SOEs in South Africa and Singapore in the context of the World Bank’s framework for corporate governance of SOEs. This framework ensured that the analysis holistically covered key aspects of corporate governance of SOEs in these states. In order to ground our understanding of the paths taken by SOEs in the states, the paper presents the evolution and reforms of SOEs in the states before analyzing key aspects of their corporate governance. The analysis shows that even though SOEs in South Africa and Singapore are comparable in a number of ways, there are notable differences. In this context, this paper finds that the main difference between corporate governance of SOEs in South Africa and Singapore is their organizing model. Further, the analysis, among other findings, shows that SOEs Boards in Singapore are better remunerated. Further finding reveals that, even though some board members are politically connected, Singaporean SOEs boards are better constituted based on skills and experience compared to SOEs boards in South Africa. Overall, the analysis opens up new debates and as such concludes by providing avenues for further research.

Keywords: corporate governance, comparative corporate governance, corporate governance framework, government business enterprises, government linked companies, organizing models, ownership models, state-owned companies, state-owned enterprises

Procedia PDF Downloads 185