Corporate Governance-An International Review最新文献

{"title":"Connecting the right knots: The impact of board committee interlocks on the performance of Indian firms","authors":"Saneesh Edacherian,&nbsp;Ansgar Richter,&nbsp;Amit Karna,&nbsp;Balagopal Gopalakrishnan","doi":"10.1111/corg.12523","DOIUrl":"10.1111/corg.12523","url":null,"abstract":"<div>\u0000 \u0000 \u0000 <section>\u0000 \u0000 <h3> Research Question/Issue</h3>\u0000 \u0000 <p>Information processing, agency, and resource dependence perspectives provide diverging predictions regarding the relationship between board interlocks and firm performance, which are rooted in different perspectives on the roles of boards of directors. This study argues that these various approaches are reconcilable when considering the nature of board <i>committees</i> to which the interlocked directors are assigned.</p>\u0000 </section>\u0000 \u0000 <section>\u0000 \u0000 <h3> Research Findings/Insights</h3>\u0000 \u0000 <p>We test our hypotheses on a sample of 5133 firm-year observations in India. Our analyses support our hypotheses. The results show that interlocks between audit committees, whose primary function relates to providing financial oversight and ensuring compliance, are negatively related to firm performance. In contrast, interlocks between nomination and remuneration committees of Indian firms, which provide them with access to resources such as human capital and information on appropriate incentive structures, are positively related to performance.</p>\u0000 </section>\u0000 \u0000 <section>\u0000 \u0000 <h3> Theoretical/Academic Implications</h3>\u0000 \u0000 <p>Our study clarifies the relationship between board committee interlocks and firm performance by taking a multi-theoretical perspective. Our analysis suggests that information processing, agency, and resource dependence theories complement one another in explaining the effect of interlocks on firm performance.</p>\u0000 </section>\u0000 \u0000 <section>\u0000 \u0000 <h3> Practitioner/Policy Implications</h3>\u0000 \u0000 <p>Our results show that it is not board interlocks per se that are detrimental to firm performance; in fact, appointing well-connected directors with experience in serving on other boards might be beneficial for firms. However, firms should not assign specific monitoring-intensive tasks such as auditing to directors who also serve on other firms' audit committees. Our findings suggest that these directors should have greater independence and focus.</p>\u0000 </section>\u0000 </div>","PeriodicalId":48209,"journal":{"name":"Corporate Governance-An International Review","volume":null,"pages":null},"PeriodicalIF":5.3,"publicationDate":"2023-03-21","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"https://onlinelibrary.wiley.com/doi/epdf/10.1111/corg.12523","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"45558103","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":3,"RegionCategory":"管理学","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"OA","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}

{"title":"Board characteristics and firm resilience: Evidence from disruptive events","authors":"Ettore Croci,&nbsp;Gerard Hertig,&nbsp;Layla Khoja,&nbsp;Luh Luh Lan","doi":"10.1111/corg.12518","DOIUrl":"10.1111/corg.12518","url":null,"abstract":"<div>\u0000 \u0000 \u0000 <section>\u0000 \u0000 <h3> Research Question/Issue</h3>\u0000 \u0000 <p>We study the contribution of board characteristics such as independence, size, busyness, and CEO duality, to firm resilience at times of firm-specific crises.</p>\u0000 </section>\u0000 \u0000 <section>\u0000 \u0000 <h3> Research Findings/Insights</h3>\u0000 \u0000 <p>Based on manually collected US data, we document that board-related variables affect the short-term market reactions around disruptive events. Board independence exacerbates the negative share price effect, whereas the converse is true for director busyness and board size. However, the negative impact of board independence is attenuated in complex firms. We do not find that CEO duality affects market reactions. By contrast, in the long run, we do not observe stable and significant relationships between board-related variables and firm performance with the exception of a negative impact of board independence.</p>\u0000 </section>\u0000 \u0000 <section>\u0000 \u0000 <h3> Theoretical/Academic Implications</h3>\u0000 \u0000 <p>Our paper contributes to different strands of the literature. First, it contributes to the literature on the effects of board characteristics by showing how they affect stock price reactions at the time of firm-specific crises. Second, our results on board attributes provide a new take on the two monitoring and advisory functions of the board. Third, we add to the literature that measures the value of directors. More generally, the paper contributes to the literature on the role of corporate governance, and in particular the board of directors, in crises situations.</p>\u0000 </section>\u0000 \u0000 <section>\u0000 \u0000 <h3> Practitioner/Policy Implications</h3>\u0000 \u0000 <p>We show that three board-related attributes affect market reactions at the time of a firm-specific shock. Board independence exacerbates the negative share price effect of disruptive events, whereas the reverse is true for director busyness and board size. These reactions imply that, in times of crisis, advice-oriented boards fare better than monitoring-oriented boards. More specifically, information flows less easily within independent boards. In addition, busy directors and large boards are more talented, respectively more effective in complex situations. However, these results do not hold for industry-wide shocks.</p>\u0000 </section>\u0000 </div>","PeriodicalId":48209,"journal":{"name":"Corporate Governance-An International Review","volume":null,"pages":null},"PeriodicalIF":5.3,"publicationDate":"2023-03-20","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"https://onlinelibrary.wiley.com/doi/epdf/10.1111/corg.12518","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"47919102","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":3,"RegionCategory":"管理学","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"OA","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}

{"title":"Non-family shareholder governance and the digital transformation of family firms: Evidence from China","authors":"Shanzhong Du,&nbsp;Lianfu Ma,&nbsp;Zhuo Li,&nbsp;Chengcheng Ma","doi":"10.1111/corg.12517","DOIUrl":"10.1111/corg.12517","url":null,"abstract":"<div>\u0000 \u0000 \u0000 <section>\u0000 \u0000 <h3> Research Question/Issue</h3>\u0000 \u0000 <p>We investigate the influence of non-family shareholder governance on Chinese family firms' digital transformation strategies.</p>\u0000 </section>\u0000 \u0000 <section>\u0000 \u0000 <h3> Research Findings/Insights</h3>\u0000 \u0000 <p>We use the socioemotional wealth theory to examine the impact of non-family shareholder governance on family firms' digital transformation. We find that the influence of non-family shareholder governance by appointing directors can significantly promote the implementation of digital transformation strategies through their capital and human effects in family firms. In contrast, non-family shareholders only play a positive role in family firms' digital transformation when they are blockholders. In addition, non-family shareholder governance plays a significant role in promoting the digital transformation of family firms with entrepreneurship and a high degree of industry competition. Regarding external digital development, the Broadband China policy complements family firms' digital transformation strategies. The characteristics of the appointed directors suggest that the introduction of appointed directors, an excess of appointed directors, and the inclusion of appointed directors with digital expertise can effectively promote the digital transformation of family firms. The characteristics of controlling families show that socioemotional wealth can further optimize the relationship between non-family shareholder governance and digital transformation.</p>\u0000 </section>\u0000 \u0000 <section>\u0000 \u0000 <h3> Theoretical/Academic Implications</h3>\u0000 \u0000 <p>We not only verify the rationality and effectiveness of non-family shareholder governance in combination with digital transformation strategies but also further observe the impact of the heterogeneity of directors appointed by non-family shareholders on family firms' digital transformation strategies. Thus, our study tests the influence of non-family shareholder governance on digital transformation and enriches the literature on non-family shareholder governance and family firms' strategies.</p>\u0000 </section>\u0000 \u0000 <section>\u0000 \u0000 <h3> Practitioner/Policy Implications</h3>\u0000 \u0000 <p>This study offers insights to family firms regarding how to effectively promote non-family shareholders' participation in corporate governance and help family firms to achieve the goal of “everlasting foundation.”</p>\u0000 </section>\u0000 </div>","PeriodicalId":48209,"journal":{"name":"Corporate Governance-An International Review","volume":null,"pages":null},"PeriodicalIF":5.3,"publicationDate":"2023-03-19","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"45969176","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":3,"RegionCategory":"管理学","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}

{"title":"Seen and not heard: A comparative case study of women on boards and process loss beyond critical mass","authors":"Louise Tilbury,&nbsp;Ruth Sealy","doi":"10.1111/corg.12524","DOIUrl":"10.1111/corg.12524","url":null,"abstract":"<div>\u0000 \u0000 \u0000 <section>\u0000 \u0000 <h3> Research Question/Issue</h3>\u0000 \u0000 <p>Building on a classic model of socio-cognitive board processes, we consider the behaviors of men and women directors in boardrooms. We question whether having a critical mass of women on boards, defined as three or more women, removes barriers to women's participation in the boardroom, asking “How does gender influence board processes in boards with three or more women?”</p>\u0000 </section>\u0000 \u0000 <section>\u0000 \u0000 <h3> Research Findings/Insights</h3>\u0000 \u0000 <p>Using a comparative case study of three boards through board observation and qualitative interviews, we question the assumption that a critical mass of women delivers effective board processes. We reinterpret the need for women to collaborate supportively as process loss, defined as interaction difficulties preventing groups reaching full potential, revealing potential barriers for women non-executive directors to contribute across the whole agenda, particularly during critical debates.</p>\u0000 </section>\u0000 \u0000 <section>\u0000 \u0000 <h3> Theoretical/Academic Implications</h3>\u0000 \u0000 <p>Critical mass theory ignores important interactions between gender and other job-related characteristics to underestimate social complexity in the boardroom. Building on an existing typology of diversity, we suggest that gender in the boardroom can operate as status diversity (disparity), as well as information-based diversity (variety) and value-based diversity (separation).</p>\u0000 </section>\u0000 \u0000 <section>\u0000 \u0000 <h3> Practitioner/Policy Implications</h3>\u0000 \u0000 <p>Chairs and board evaluators who observe board meetings should be vigilant for patterns of participation and collaboration that indicate that women directors are experiencing restricted access to discussion, in particular if women are interrupted. Board leadership decisions should be reviewed regularly to ensure they are supporting board effectiveness, maintaining focus on the task rather than navigating complex social dynamics.</p>\u0000 </section>\u0000 </div>","PeriodicalId":48209,"journal":{"name":"Corporate Governance-An International Review","volume":null,"pages":null},"PeriodicalIF":5.3,"publicationDate":"2023-03-16","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"https://onlinelibrary.wiley.com/doi/epdf/10.1111/corg.12524","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"48578585","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":3,"RegionCategory":"管理学","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"OA","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}

{"title":"The impact of share-pledging purposes on firm performance and innovation","authors":"Xiao Jia,&nbsp;Ellen Jin Jiang,&nbsp;Rui Wang","doi":"10.1111/corg.12519","DOIUrl":"10.1111/corg.12519","url":null,"abstract":"<div>\u0000 \u0000 \u0000 <section>\u0000 \u0000 <h3> Research question</h3>\u0000 \u0000 <p>Share pledging by controlling shareholders can be motivated by business or personal purposes. We investigate whether the firm performance and innovation outputs are different for firms with controlling shareholders pledging shares to support their firm's financing (business-pledging firms) and those pledging shares for increasing personal wealth (individual-pledging firms).</p>\u0000 </section>\u0000 \u0000 <section>\u0000 \u0000 <h3> Research findings</h3>\u0000 \u0000 <p>Using data from publicly listed Chinese firms, we find that business-pledging firms are associated with higher changes in Tobin's Q and more patent outputs compared with individual-pledging firms. In additional tests, we show that the impact of share-pledging purposes on firm performance and innovative outputs is more pronounced for Chinese non-state-owned enterprises, which have relatively limited access to traditional bank loans.</p>\u0000 </section>\u0000 \u0000 <section>\u0000 \u0000 <h3> Theoretical implications</h3>\u0000 \u0000 <p>In this study, we bring new empirical evidence to agency theory, especially the “principal–principal” problem. We identify two inherently different purposes in share-pledging cases—business pledging and individual pledging. We show that in business-pledging cases, pledgers' interests become more aligned with outside shareholders, and pledgers have higher incentives to enhance firm value and innovation productivity, relative to individual pledging. This paper adds to the evidence on the bright side of share pledges.</p>\u0000 </section>\u0000 \u0000 <section>\u0000 \u0000 <h3> Practitioner implications</h3>\u0000 \u0000 <p>This paper sheds light on the recent policy debate regarding the costs and benefits of share pledging and has implications for regulators and investors. Thus, it may be vital for publicly listed firms to disclose the purposes of share pledging.</p>\u0000 </section>\u0000 </div>","PeriodicalId":48209,"journal":{"name":"Corporate Governance-An International Review","volume":null,"pages":null},"PeriodicalIF":5.3,"publicationDate":"2023-03-15","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"41965834","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":3,"RegionCategory":"管理学","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}

{"title":"Corporate Governance and Evolving Corporate Disclosures: Global Challenges and Opportunities for Research and Policy","authors":"","doi":"10.1111/corg.12522","DOIUrl":"https://doi.org/10.1111/corg.12522","url":null,"abstract":"<p>No abstract is available for this article.</p>","PeriodicalId":48209,"journal":{"name":"Corporate Governance-An International Review","volume":null,"pages":null},"PeriodicalIF":5.3,"publicationDate":"2023-03-10","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"50126869","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":3,"RegionCategory":"管理学","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}

{"title":"CGIR Paper Development Workshop","authors":"","doi":"10.1111/corg.12520","DOIUrl":"https://doi.org/10.1111/corg.12520","url":null,"abstract":"<p>No abstract is available for this article.</p>","PeriodicalId":48209,"journal":{"name":"Corporate Governance-An International Review","volume":null,"pages":null},"PeriodicalIF":5.3,"publicationDate":"2023-03-10","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"50126851","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":3,"RegionCategory":"管理学","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}

{"title":"CGIR Special Issues","authors":"","doi":"10.1111/corg.12521","DOIUrl":"https://doi.org/10.1111/corg.12521","url":null,"abstract":"<p>No abstract is available for this article.</p>","PeriodicalId":48209,"journal":{"name":"Corporate Governance-An International Review","volume":null,"pages":null},"PeriodicalIF":5.3,"publicationDate":"2023-03-10","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"50126870","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":3,"RegionCategory":"管理学","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}

{"title":"Social capital and stock price crash risk: Evidence from US terrorist attacks","authors":"Hyejin Mun,&nbsp;Seongjae Mun,&nbsp;Hyeong Joon Kim","doi":"10.1111/corg.12515","DOIUrl":"10.1111/corg.12515","url":null,"abstract":"<div>\u0000 \u0000 \u0000 <section>\u0000 \u0000 <h3> Research Question/Issue</h3>\u0000 \u0000 <p>This study examines whether social capital's monitoring role intensifies during post-terrorism periods, as terrorism influences citizens' willingness to change society and increases stakeholder participation. Focusing on firms' stock price crash risk, caused by managers' opportunistic behavior (viz., bad news hoarding), we hypothesize that social capital under terrorism reduces stock price crash risk, as it is expected to play an external monitoring governance role.</p>\u0000 </section>\u0000 \u0000 <section>\u0000 \u0000 <h3> Research Findings/Insights</h3>\u0000 \u0000 <p>Using US public firms, a county-level social capital index, and terrorist attacks from 1992 to 2014, we find that social capital surrounding corporate headquarters significantly reduces stock price crash risk during post-terrorism periods. The results are robust to propensity score matching and instrumental variable regressions, and a battery of sensitivity tests. Overall, we suggest that stakeholders' willingness (that is intensified by terrorism) to monitor firms' bad news hoarding is channeled through social capital. Furthermore, the monitoring role of social capital under terrorism is significant for firms with poor internal monitoring, more institutional investors, less entrenched managers, CEOs preferring bad news hoarding, and accompanied by improvement of analysts' forecasts, suggesting that the impact of external governance may differ by firms' governance characteristics.</p>\u0000 </section>\u0000 \u0000 <section>\u0000 \u0000 <h3> Theoretical/Academic Implications</h3>\u0000 \u0000 <p>We contribute to the corporate governance literature by investigating the role of social capital as external governance. While terrorism brings serious damage and economic costs, our study shows that it gives rise to the increased role of social capital, suggesting a novel perspective that terrorism's unexpected socio-psychological outcome, being non-financial social threats, leads to positive corporate behaviors by stimulating stakeholders' willingness to monitor firms. Our study is also consistent with the literature that social capital particularly matters in certain periods, such as traumatic events. Furthermore, the impact of a firm's external monitor differs by its governance characteristics, highlighting the importance of corporate governance.</p>\u0000 </section>\u0000 \u0000 <section>\u0000 \u0000 <h3> Practitioner/Policy Implications</h3>\u0000 \u0000 <p>We suggest that social capital serves as firms' external monitor by restraining managers' bad news hoarding under certain circumstances, providing implications for policymakers and practitioners. According to our results, traumatic events, such as terrorism, could be viewed as the moderator","PeriodicalId":48209,"journal":{"name":"Corporate Governance-An International Review","volume":null,"pages":null},"PeriodicalIF":5.3,"publicationDate":"2023-02-08","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"48922097","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":3,"RegionCategory":"管理学","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}

{"title":"Stock market response to the statement on the purpose of a corporation: A vindication of stakeholder theory","authors":"Mina Glambosky,&nbsp;Surendranath Rakesh Jory,&nbsp;Thanh Ngo","doi":"10.1111/corg.12508","DOIUrl":"10.1111/corg.12508","url":null,"abstract":"<div>\u0000 \u0000 \u0000 <section>\u0000 \u0000 <h3> Research Question/Issue</h3>\u0000 \u0000 <p>On August 19, 2019, the Business Roundtable (2019) released a statement signed by 181 chief executive officers (CEOs) of well-known US corporations, in which they pledged “a fundamental commitment” to “deliver value to all” stakeholders. This study examines the stock market reaction to this new statement on the purpose of a corporation.</p>\u0000 </section>\u0000 \u0000 <section>\u0000 \u0000 <h3> Research Findings/Insights</h3>\u0000 \u0000 <p>Based on a sample of 163 publicly listed companies that signed the pledge, the results show that investors react positively to a firm's pledge in the days surrounding the statement release. The consensus among stock market investors was robust, characterized by the low volatility in the share price post-announcement date. The decision by these companies, though intended to maximize the wealth of all stakeholders, rather than shareholders alone, carries an opportunity cost. Specifically, a post-announcement decline in share buybacks by pledge firms relative to control firms is observed, though investors embracing stakeholder theory appear undeterred by the reduction in distributions.</p>\u0000 </section>\u0000 \u0000 <section>\u0000 \u0000 <h3> Theoretical/Academic Implications</h3>\u0000 \u0000 <p>This study provides empirical support that, in the evolving business environment, companies must emphasize issues that concern customers, employees, non-governmental organizations (NGOs), and the government. Failure to prioritize these issues may engender public backlash, especially in the age of social media. However, the attention to stakeholders is compatible with the focus on shareholder performance. Performance suffers when customers leave, workers feel dissatisfied, NGOs call for boycotts, and governments levy fines. Corporations seeking to increase shareholder wealth will need to fully embrace stakeholder concerns.</p>\u0000 </section>\u0000 \u0000 <section>\u0000 \u0000 <h3> Practitioner/Policy Implications</h3>\u0000 \u0000 <p>This study shows that adopting a stakeholder perspective unlocked value that would not have been achieved had the focus remained on shareholder primacy. The excess values may derive from greater customer loyalty, improved employee motivation, better supplier relations, supportive financiers, maximizing revenue, minimizing costs, and/or yielding higher profits. Shareholders anticipate greater long-term value from companies emphasizing employees, communities, supply chain, financiers, and shareholders.</p>\u0000 </section>\u0000 </div>","PeriodicalId":48209,"journal":{"name":"Corporate Governance-An International Review","volume":null,"pages":null},"PeriodicalIF":5.3,"publicationDate":"2023-02-02","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"https://onlinelibrary.wiley.com/doi/epdf/10.1111/corg.12508","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"46834313","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":3,"RegionCategory":"管理学","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"OA","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}