Corporate Governance & Management eJournal最新文献

{"title":"Who are the SPAC CEOs?","authors":"Magnus Blomkvist, Giacomo Nocera, Milos Vulanovic","doi":"10.2139/ssrn.3803665","DOIUrl":"https://doi.org/10.2139/ssrn.3803665","url":null,"abstract":"Our hand-collected sample of 298 U.S. SPACs reveals that the modal SPAC CEO is a 50-year-old male MBA graduate with substantial financial expertise. In accordance with signaling theory, greater reputation gained through prior CEO experience in public companies is linked to larger SPACs. As the IPO process continues, the CEO’s financial expertise becomes important in raising external capital.","PeriodicalId":347848,"journal":{"name":"Corporate Governance & Management eJournal","volume":"19 4 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2021-03-12","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"126947898","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}

{"title":"Corporate Social (Ir)responsibility and Firm Risk: The Role of Corporate Governance","authors":"Craig G. Dunbar, Zhichuan Frank Li, Yaqin Shi","doi":"10.2139/ssrn.3791594","DOIUrl":"https://doi.org/10.2139/ssrn.3791594","url":null,"abstract":"This study examines how corporate governance moderates the association between corporate social responsibility (CSR)/corporate social irresponsibility (CSI) and firm risk. In adopting this research design, our research simultaneously tests three prevailing theories, i.e., Corporate Social Performance (CSP)-as-insurance theory, product differentiation theory and agency theory. Our results suggest that CSR activities can lead to greater risk reduction for firms with governance characteristics indicating stronger information intensity/transparency and CSP alignment. Conversely, the positive association between CSI and firm risk is more pronounced for firms with corporate governance characteristics that indicate greater information intensity/transparency and CSP alignment. In general, our evidence supports product differentiation theory while being inconsistent with agency theory and CSP-as-Insurance theory in linking CSR/CSI to firm risk.","PeriodicalId":347848,"journal":{"name":"Corporate Governance & Management eJournal","volume":"6 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2021-02-23","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"121909030","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}

{"title":"Concentrated Ownership, Socio-emotional Wealth and the 'Third Possibility': Bringing Society Back In","authors":"Loizos Heracleous, Luh Luh Lan","doi":"10.1108/s0733-558x20220000078001","DOIUrl":"https://doi.org/10.1108/s0733-558x20220000078001","url":null,"abstract":"Concentrated ownership implies greater alignment between ownership and control, mitigating the agency problem. However it may also engender governance challenges such as funds appropriation through related party transactions and the oppression of minority shareholders, especially in the context of weak legal systems. We draw from legal theory (the tradeoff controlling shareholder model and private benefits of control) and from organization theory (socioemotional wealth), to suggest that concentrated ownership can be beneficial in both robust and weak legal systems for different reasons. We advance theory on the effects of controlling shareholders and suggest that the longer-term outlook associated with engaged concentrated ownership can aid the shift of the corporation towards Berle and Means’ (1932: 355) “third possibility” of corporations serving the interests of not just the stockholders or management but also of society.","PeriodicalId":347848,"journal":{"name":"Corporate Governance & Management eJournal","volume":"13 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2021-01-22","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"125417948","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}

{"title":"Managerial Activism","authors":"Şenay Ağca, Aslı Togan Eğrican","doi":"10.2139/ssrn.3378792","DOIUrl":"https://doi.org/10.2139/ssrn.3378792","url":null,"abstract":"We look at managerial activism through collective action in the corporate sector. Activist managers spend considerable resources on lobbying, lawsuits and public statements to pursue pro-business as well as pro-manager issues. While managerial activism is valuable in following pro-business policies and strategies, pro-manager agendas may exacerbate agency problems. We find evidence more towards the pro-business role of managerial activism. Specifically, firm performance improves with managerial activism, and this improvement is observed primarily in firms that are government dependent, produce differentiated products, operate in concentrated industries or have more intangible assets. While corporate governance and corporate social responsibility of firms with activist managers is mostly comparable to other firms, firms with activist managers have better diversity in their workforce and boards. Overall, managerial activism adds value to firms, especially when information dissemination is more essential due to firm characteristics.","PeriodicalId":347848,"journal":{"name":"Corporate Governance & Management eJournal","volume":"105 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2020-12-08","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"130916537","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}

{"title":"The Importance of Board Size","authors":"D. Koufopoulos, Ioannis Gkliatis, K. Athanasiadis, Michail Fygkioris","doi":"10.2139/ssrn.3788909","DOIUrl":"https://doi.org/10.2139/ssrn.3788909","url":null,"abstract":"Board size is recognized as one of the most important elements of any board. Before providing some facts about the different board sizes as they appear in the literature, it is worth starting with a generally accepted conclusion. Based on latest studies and some new trends, it can be argued that while there is still a place for larger boards of directors less is more. Having said this, it is important to add that in the case of designing boards -and as such deciding on the optimum number of directors serving a board-one size does not fit all.","PeriodicalId":347848,"journal":{"name":"Corporate Governance & Management eJournal","volume":"35 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2020-10-01","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"114560756","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}

{"title":"Measuring Competition in M&A Negotiations","authors":"Richard Schubert","doi":"10.2139/ssrn.3640480","DOIUrl":"https://doi.org/10.2139/ssrn.3640480","url":null,"abstract":"This paper provides novel insights about competition among bidders during the whole takeover process, its effect on offered deal premiums, bidder announcement returns, and post-bid dynamics. Exploiting a representative sample of 780 public U.S. transactions, extended with comprehensive hand-collected data from SEC filings, I find that takeover premiums are higher, the higher pre-announcement competition among bidders is. I measure competition during the private sales process with a ratio that relates the number of bids submitted to the target to the number of signed confidentiality agreements with the target, the Proposals-to-CA-Ratio. A one-standard deviation increase of this ratio corresponds to a statistically and economically significant 5.99% increase of the deal initiation premium (Eaton, Liu, and Officer (2020)), 0.87% lower announcement returns for the winning bidder in auctions, a 130% increased probability of receiving a rival bid prior to closing, and a 44.5% increased probability of cancelling the originally announced deal (measured relative to the unconditional probability). The latter two results are more pronounced if the announcement returns of the acquirer are positive, suggesting that competing bidders are lured by potentially value-increasing deals. By applying Heckman (1979) two-stage selection models with instrumented regressors, I show that my results are robust to endogeneity concerns, especially to target’s decision to initiate the deal as well as the decision of the subsequent selling procedure (auction vs. one-to-one negotiation). The advantages of this competition measure are that (1) it relies on data as reported in target firm’s official merger documents filed with the SEC, which creates a strong incentive to report truthfully, and (2) it takes the evolution of bidding into account, controlling for the number of submitted bids. I conclude that competitive private negotiations stay competitive during the public phase of the deal, and that target boards fulfill their fiduciary duties by selecting the highest-bidding acquirer.","PeriodicalId":347848,"journal":{"name":"Corporate Governance & Management eJournal","volume":"234 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2020-07-02","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"116429354","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}

{"title":"Human Resource Development and Public Service Delivery in Nigeria; A Study of Anambra State Civil Service (2007-2011)","authors":"E. Dike, R. Onyekwelu","doi":"10.2139/ssrn.3565208","DOIUrl":"https://doi.org/10.2139/ssrn.3565208","url":null,"abstract":"This study is on human resource development and service delivery in Anambra State civil service within the period of 2007-2011. The study seeks to determine the impact of human resources development on services delivery. The Anambra State civil service remains the greatest asset of the state in its quest for socio economic and political transformation. However, there is no gain saying the fact that over the years, infrastructural development and service delivery have slackened. Inferred opinions have traced this to an inefficient civil service. The missing factor in many cases is lack of adequate skills and knowledge which are acquired through training and development. Three hypotheses were formulated to guide the study and the multi-stage and simple random sampling techniques were used to select the study sample. The data collected were presented in frequency tables and analysed using percentages and mean scores and the hypotheses were tested using one sample t-test. The findings from the study showed that human resource development programmes helped to a large extent to increase productivity and organisation efficiency in the Anambra State civil service. It was also revealed that the existing methods/programes of human resource development in the state civil service are appropriate for the actualisation of effective service delivery and that human resource development programmes are significantly related to employee motivation/productivity. The researcher concludes that human resource development programmes in the state civil service have led to positive changes in productivity, service delivery, work attitude and morale of workers. The researcher recommends that the state government should set up regular training and human development programmes that are capable of raising the skills, morale and productivity of civil servants. Also consultants from outside the civil service should be engaged on routine basis to assist in the planning of the content of human resource development programme.","PeriodicalId":347848,"journal":{"name":"Corporate Governance & Management eJournal","volume":"11 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2020-03-31","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"121271163","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}

{"title":"Can a Broader Corporate Purpose Redress Inequality? The Stakeholder Approach Chimera","authors":"M. Gatti, Chrystin D. Ondersma","doi":"10.2139/ssrn.3547791","DOIUrl":"https://doi.org/10.2139/ssrn.3547791","url":null,"abstract":"Economic inequality is soaring and the consensus in some circles is that corporations’ myopic focus on profits is largely to blame. At first glance a stakeholder approach would seem an appealing solution: surely if the purpose of corporations were not wealth maximization for shareholders but rather to create value for all constituents — thus including employees, customers, suppliers, and communities — we would make strides towards combating inequality, the theory goes. Corporations themselves, through their powerful lobbying group, the Business Roundtable, recently disclaimed shareholder primacy and embraced stakeholder theory. However, far from successfully redressing inequality, a stakeholder approach is unlikely to achieve meaningful redistribution of power and resources to weaker constituents and would likely work in the opposite direction. We suggest that a stakeholder approach gives corporate executives both a sword and a shield with which to preserve their advantageous status quo. First, executives can justify stepped up lobbying efforts as part of their mandate to consider the interests of all constituents, capturing the agenda with respect to distributing more power and resources to weaker constituents. Second, because a switch to a stakeholder approach would appear as a significant change — despite not actually accomplishing meaningful redistribution — it would require significant political capital to be adopted, and once adopted would occupy an out-sized portion of legislative and regulatory space, depleting energy and resources necessary to pass reform that is more likely to actually impact inequality. In fact, in reviewing the likely drivers of inequality, we find that key factors include higher concentration leading to the shrinking of the labor share and increased monopsony in labor markets, the gradual weakening of worker protections from labor market institutions, and giving up on progressive taxation as a re-distributive mechanism. Broadening corporate purpose alone would do next to nothing to impact these fields, so to address rampant economic inequality corporate scholars will need to eschew the academic silo and reach across disciplines to identify more effective policies.","PeriodicalId":347848,"journal":{"name":"Corporate Governance & Management eJournal","volume":"17 1 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2020-03-04","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"125149233","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}

{"title":"Female Leadership and Bank Performance in Latin America","authors":"Emilia Vähämaa, Laura Baselga-Pascual","doi":"10.2139/ssrn.3581714","DOIUrl":"https://doi.org/10.2139/ssrn.3581714","url":null,"abstract":"Abstract This paper examines the relationship between gender diversity in corporate boards and executive positions and bank risk and performance in Latin America. Our sample covers 91 individual banks during 2000–2017. Our results suggest that banks with a higher proportion of female executives tend to have lower Z-scores than male-led banks. However, female-led banks are more profitable. Our results provide new information related to the debate on the relationship between gender-based behavioural differences and financial decisions by showing that Latin American banks with a higher proportion of female executives are riskier and more profitable than male-led banks. Given the impact of bank performance on the international economy, the global interconnection of financial institutions, and the lack of legal protection in this region, it is of interest for regulators and policy makers to analyse possible sources of better performance and governance in Latin American banks.","PeriodicalId":347848,"journal":{"name":"Corporate Governance & Management eJournal","volume":"75 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2020-02-27","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"128988166","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}

{"title":"Corporate Governance and Corporate Governance Index: A Study on Toyota Company Recall Scandal","authors":"X. Zhou","doi":"10.2139/ssrn.3385229","DOIUrl":"https://doi.org/10.2139/ssrn.3385229","url":null,"abstract":"Companies involved in the scandal within the company or person acting on behalf of the company alleged or actual wrongdoing. The purpose of this study was to investigate factors affecting Toyota's corporate governance index during the Toyota recall scandal. The analysis of Toyota's financial statements from 2007 to 2011 was carried out and analyzed by research. The findings and analysis indicate that Toyota's corporate governance index is primarily influenced by Tobin's Q and release rate. The study also shows that Toyota should take the lead in putting business ethics and customer safety first, rather than cost savings, seeking more benefits and more market share. In addition, Toyota should still do corporate governance to produce high-quality products so that the company can return to normal levels and get rid of the scandal.","PeriodicalId":347848,"journal":{"name":"Corporate Governance & Management eJournal","volume":"49 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2019-05-09","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"125692344","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}