scholarly journals CORPORATE GOVERNANCE THEORY AND MODEL : A CONCEPTUAL OBSERVATION

2021 ◽  
Vol 9 (12) ◽  
pp. 486-500
Author(s):  
Shailendra Mohan Singh ◽  

This paper outlines the conceptual, contextual and disciplinary scope of the rapidly evolving topic of corporate governance. The aim of this paper is to make a study of different theories and models of corporate governance that have been used globally by analysing strengths and weaknesses for each one. This is to determine which one is the best theory and model and if it can be adopted to different economic systems. Corporate governance theory has tended to look to this theory to guide the decisions of the board of directors in curbing excessive executive power in the hands of management. While useful for this purpose, the Agency Theory provides limited guidance on corporate governance in real life situations which are far more complex. With the blurring of the roles of the principal and the agent, the currently prevalent governance framework, based on the Agency Theory has become self limiting and ineffective. Efforts to supplement the Agency Theory with alternative theoretical frameworks such as the Stakeholder Theory and the Stewardship Theory have, at times, tended to place the board of directors in conflict with their legal obligations to work in the interests of the shareholders. A governance model based on the concept of Trusteeship, while providing fresh insights, suffers from problems in implementation and remains a goal . These alternative frameworks have, therefore, not been of much practical use to the board members in helping them to decide what constitutes the “right” decision. We need new theoretical insights that will take us towards a comprehensive theory of governance. This paper seeks to highlight the various theoretical frameworks for corporate governance.

2020 ◽  
Vol ahead-of-print (ahead-of-print) ◽  
Author(s):  
Christian Corsi ◽  
Antonio Prencipe ◽  
Danilo Boffa

Purpose This study aims to investigate the role assumed by corporate governance mechanisms in guiding a corporate organization to take on benefit company (BC) model using the theoretical models of agency theory and stakeholder theory applied to the corporate social responsibility activities of the firm. In detail, it has been hypothesized that the phenomenon of chief executive officer (CEO) duality, independent directors and female directors has a positive effect on the likelihood of a firm taking the model of a BC. Design/methodology/approach A panel sample of 354 Italian firms taking the institutional model of BC and a control group of 600 firms extracted from the Aida BvD database were analysed. Data covers a period from 2009 to 2018. To empirically validate the advanced research hypotheses, four non-linear probit regression models were estimated. Findings The results show that CEO duality seems to have a positive influence on the company’s likelihood of taking the model of a BC. Similarly, the independence of the board of directors and the gender diversity within the board of directors have a positive impact on the company’s likelihood of assuming the model of a BC. Originality/value The research work contributes at integrating the emerging debates into the literature about the relationship between corporate governance and corporate responsibilities by expanding them into new and emerging business context of the hybrid organizational model. Further, the systematic use of the theoretical models of agency theory and stakeholder theory applied to socially responsible activities will improve the understanding of the heterogeneous relationships between corporate governance and choice for the institutional model of BC.


Author(s):  
Dr Lee Roach

Company Law provides an introduction to this topic. The text guides the reader through the intricacies of the subject with expert analysis of the application of principles to real-life cases. The chapters provide comprehensive coverage of all core aspects of company law. The relationship between company law and corporate governance is explored, ensuring that readers have a full picture of how and why companies are created and regulated. Topics include: the formation and nature of the company; the board of directors; membership of the company; and corporate rescue, restructuring, and insolvency.


2008 ◽  
Vol 5 (4) ◽  
pp. 93-103 ◽  
Author(s):  
Fabrizio Colarossi ◽  
Marco Giorgino ◽  
Roberto Steri ◽  
Diego Viviani

In this paper we investigate three corporate governance issues in 30 Italian family firms: (i) the orientation either to the Agency Theory or to the Stewardship Theory; (ii) the board of directors’ composition; (iii) the ability to involve nonfamily individuals in the company’s management and governance (Openness Index) and the decision-making quality (Extension Index) and we analyze empirical results through a cluster analysis by following the Gubitta and Gianecchini’s approach (2002). Our conclusion suggests that (i) small Italian family firms’ corporate governance systems seem to be consistent with the guidelines suggested by the Stewardship Theory and (ii) Italian family firms’ boards are characterized by a relevant presence of family members.


Humanomics ◽  
2017 ◽  
Vol 33 (1) ◽  
pp. 38-55 ◽  
Author(s):  
Mahdi Moradi ◽  
Mohammad Ali Bagherpour Velashani ◽  
Mahdi Omidfar

Purpose The purpose of this study is to investigate the effect of product market competition and corporate governance on firm’s management performance in the Tehran Stock Exchange market. According to the research literature, the governance mechanisms used in this study consist of ownership structure, structure of the board of directors and capital structure. In addition, Herfindahl–Hirschman Index and market size were used to measure the product market competition. Design/methodology/approach This study used one selected sample among the firms in the capital market of Iran from 2004 to 2012. Findings The results of this study indicated that there is a significant relation among the major governance mechanisms (including ownership concentration, independence of the board of directors and debt ratio) and product market competition and management performance. The findings of this study also showed that product market competition is effective on the relation between corporate governance and the performance, and this is what has been ignored in most of the conducted studies. Originality/value In general, the results of this study supported the idea that product market competition is effective on implementation and efficiency of governance mechanisms.


Author(s):  
Jun aidi ◽  
Nurd iono ◽  
Ahmad Rifai ◽  
Icuk Rangga Bawano

This study examines the effect of good corporate governance and sustainability report on company performance. Good corporate governance is dependent on the size of the board of directors, the proportion of independent commissioners, the size of the audit committee, institutional ownership, management ownership. Sustainability report is facilitated by economic, environmental and social aspect as well as disclosure index. While Company performance is generated by Return on Assets (ROA). This research was conducted on companies listed on the Indonesia Stock Exchange between 2014-2018. The purposive sampling technique was used. Hypothesis testing was done by linear regression analysis. The results of testing the first variable showed that institutional ownership affects ROA and has a negative relationship direction. While the size of the board of directors, the proportion of independent directors, the size of the audit committee, and management ownership have no effect on ROA. However, the result of the second variable showed that the disclosure of economic aspects affects ROA and has a positive relationship direction. While disclosure of environmental and social aspects does not affect ROA.


Author(s):  
Yugi Maheswari ES ◽  
Iwan Fakhruddin ◽  
Azmi Fitriati ◽  
Bima Cinintya Pratama

Tujuan penelitian ini untuk mengetahui pengaruh penerapan Good Corporate Governance (GCG) yang diproksikan oleh dewan direksi, dewan komisaris independen, kepemilikan manajerial, kepemilikan institusional, dan dewan pengawas syariah terhadap risiko pembayaran yang diukur dengan rasio Non Performing Financing (NPF) pada Bank Umum Syariah. Populasi penelitian adalah Bank Umum Syariah Yang Terdaftar di Otoritas Jasa Keuangan. Data yang digunakan adalah data sekunder berupa laporan tahunan Bank Umum Syariah periode 2015-2019. Sampel yang dikumpulkan adalah 14 bank syariah sebayak 70 data. Hasil penelitian menunjukkan bahwa dewan direksi berpengaruh negative erhadap NPF. Dewan komisaris independen, kepemilikan manajerial, kepemilikan institusional, dan dewan pengawas syariah tidak berpengaruh terhadap NPF.  The purpose of this study is to determine the effect of the implementation of Good Corporate Governance (GCG) which is proxied by the board of directors, the board of independent commissioners, managerial ownership, institutional ownership, and the sharia supervisory board against payment risk as measured by the Non Performing Financing (NPF) ratio at the Bank Sharia General. The study population was a Sharia Commercial Bank Registered at Financial services Authority. The data used was secondary data in the form of reports annual Sharia Commercial Bank for the period 2015-2019. The samples collected were 14 Islamic banks as much as 70 data. The results showed that the board of directors has a negative effect on NPF. Independent board of commissioners, managerial ownership, institutional ownership, and sharia supervisory board have no effect on NPF.


2016 ◽  
Vol 3 (2) ◽  
pp. 162
Author(s):  
Mahdi Filsaraei ◽  
Reza Jarrahi Moghaddam

Given the importance of corporate governance for increasing the monitoring of company operations, i.e., reducing information asymmetry and increasing control over operations, in this study, we investigate some indicators of corporate governance and financial distress as one of the most important criteria in the decisions of the users of financial statements. Corporate governance Indicators that have been mentioned in this study, including the independence of the board of directors (the ratio of non-executive members), institutional investors and duality of CEO and Chairman of the Board of Directors. This study is applied research and the required information is gathered from financial statements of listed companies on the TSE. Using a sample of 82 company stock during the period 2010-2014 and multivariate regression analysis, the results of the analysis of information gathered indicates that institutional ownership reduces the financial distress. However, there was no significant relationship between board independence (proportion of outside board members) and the duality of CEO and Chairman of the Board with the financial distress. The results also indicate that financial leverage and a qualified audit opinion increases financial distress and firm size and management performance reduces it.


Sign in / Sign up

Export Citation Format

Share Document