Shifting Ground: Emerging Global Corporate-Governance Standards and the Rise of Fiduciary Capitalism

10.1068/a3791 ◽  
2005 ◽  
Vol 37 (11) ◽  
pp. 1995-2013 ◽  
Author(s):  
James P Hawley ◽  
Andrew T Williams

In this paper we examine the long-term interests that large institutional owners (for example, the California Public Employees' Retirement System, Hermes, and the Universities Superannuation Scheme) have in the development of global corporate governance standards, especially as governance standards increasingly become intertwined with other standards and regime parameters involved in the globalization debates. We argue that institutional owners have a unique perspective and voice with which to contribute to the formulation of global standards in a variety of areas on the basis of their long-term financial interests. This conclusion is supported by an analytic review of the current state of global corporate governance, including multilateral initiatives (for example, the Organisation for Economic Co-operation and Development, the World Bank); an analysis of significant institutional investors, the role of various rating agencies (for example, Fitch, Moody's), the International Corporate Governance Network, and the growing role of various nongovernmental organizations (for example, the Coalition for Environmentally Responsible Economics, the Carbon Disclosure Project) in relation to corporate governance.

2020 ◽  
Vol 144 ◽  
pp. 116-121
Author(s):  
Sergej I. Lutsenko ◽  
◽  

The author considers the mechanism of permission of the agency conflict (redistribution of cash flows) between the shareholder and management with use of model of business. In article are considered the economic interests of the company as legal abstraction behind which there are interests of shareholders. Corporate governance in modern realities has to be directed not only to rapprochement of financial interests of shareholders and the management of the company but also to creation of the social benefit.


Author(s):  
Frank Sampong ◽  
Na Song ◽  
Gilbert K. Amoako ◽  
Kingsley O. Boahene

Background: There is growing literature promoting corporate governance mechanisms as important elements that could mitigate the inconclusive findings within the corporate social performance and firm profitability research. A key theoretical assumption within the extant literature that provides support for this proposition is that corporate social performance and firm profitability are organisational outcomes in the presence of good corporate governance.Aim: Firstly, the aim is to re-investigate voluntary social performance disclosure (SPD) and long-term profitability association from the perspective of international standards, using the Global Reporting Initiative G3.1 guidelines. Secondly, to examine the joint moderating effect of board independence and managerial ownership (MO) on the voluntary SPD and profitability nexus.Setting: The South Africa institutional setting, where recent corporate governance regimes require firms to voluntarily make corporate governance related disclosures on both shareholder-and stakeholder-related information is used as the study context.Method: Utilising manually extracted data of listed firms, over the period 2010 to 2015, the generalised least square regression and seemingly unrelated regression (with a 1-year lag as the main independent variable) are used to examine the stated hypotheses.Results: We found a positive association between voluntary SPD and long-term profitability. We also found that the presence of non-executive directors positively moderates the association between voluntary SPD and long-term profitability. Thirdly, the proportion of MO significantly positively moderates the association between voluntary SPD and long-term profitability. Lastly, the complementary role of the presence of non-executive directors and the proportion of MO significantly positively moderates the association between voluntary SPD and long-term profitability.Conclusion: This study finds support for scholarly theoretical arguments that organisational outcomes are largely possible in the presence of good corporate governance, which has a long-term implication for firms’ shareholder wealth maximisation. This study contributes to the ongoing research examining the notion of substitutive versus complementary effects of governance mechanisms, and a growing research literature on corporate social responsibility (CSR) disclosure from the perspective of international standardisation. This study therefore makes far-reaching contributions to the corporate governance and social responsibility literature in an African context.


2021 ◽  
Vol 17 (2) ◽  
pp. 133-159
Author(s):  
Ruzita Abdul-Rahim ◽  
Mohamed Cassim Abdul Nazar ◽  
Mohd Hasimi Yaacob Abdul-Rahim

This study investigates the role of corporate governance in influencing the debt financing decision of 198 non-financial listed companies in Sri Lanka from 2009 to 2016. Sri Lanka’s corporate governance (CG) code promotes dispersed ownerships, larger board size and balance of power and authority through various means, such as exclusivity between the Chief Executive Officer and Chairperson and the independent Board composition. This study tests the role of CG through four indicators while controlling for other firm-specific variables. Results of the two-step system Generalized Method of Moments on a balance panel data shows that the effect of CG indicators on financing decision depends on the financing terms. In general, the influence of CG indicators is significant on the two debt financing measurements, except for managerial ownership when investments in assets are involved. This influence appears eminent in predicting the debt ratio, although the effect is not necessarily consistent with the hypotheses. The latest revision on CG codes of best practices has also improved firms’ access to debt financing, except for raising long-term debt to acquire assets. Results imply that the Sri Lankan firms adopting the CG best practices would need to rely on other factors to access long-term debt financing or on other external financing sources.


2018 ◽  
Vol 13 (10) ◽  
pp. 54 ◽  
Author(s):  
Pamela Palmi ◽  
Domenico Morrone ◽  
Pier Paolo Miglietta ◽  
Giulio Fusco

The purpose of this paper is to assess the role of organizational resilience as an attitude, depending on the adoption of corporate governance, environmental and social practices (CESPs), in order to react to unexpected shocks, while preserving business sustainability. Organizational resilience is defined as the capacity for an enterprise to survive, to adapt and to grow in a turbulent change or unpredicted situation. Since organizational resilience is a latent path-dependent construct, it can be evaluated through long-term outcomes in an integrated perspective. The hypotheses are tested analyzing the economic performance of U.S. companies listed in Standard & Poor’s 500 index (S&P 500) and their environmental, social and governance (ESG) data has been extracted from Asset4. The period in the study covers 14 years, from 2002 to 2015, collecting the seven years before and after the 2008 financial crisis. The results of the empirical analysis highlight that economic performances of listed companies are influenced, over the 14 year period considered in the study, not only by the traditional sustainable pillars (SEPs), but also by the corporate governance ones (CESPs).


2020 ◽  
Vol 10 (4) ◽  
pp. 352-359
Author(s):  
S. I. Lutsenko

The author considers features of the economic nature of activity of the shareholder in corporate governance and in the control over management. The author offers the standard of the diligent shareholder and the standard of the diligent management as necessary condition for rapprochement of long-term financial interests. Reasonable and diligent realization of the corporate rights, display of interest to company activity will allow the shareholder to receive the information on the concluded transactions. The information on transactions will allow to protect the broken rights in the terms established by the law. The reasonable management within the limits of standard administrative practice should make the maximum efforts for achievement of firm wealth maximization and also consider factors which to a greater or lesser extent influence firm wealth maximization and can be considered as the independent purposes at a certain stage of activity of the company. The company it is necessary to implement the motivation program for rapprochement of long-term financial interests of the shareholder and the management. The motivation program means reception of property benefit from increase in a stock value (share) of the company which possibility of reception is the circumstance stimulating management to act in interests of the company. According to the best practice of corporate governance level of the compensation paid to management, should be sufficient for attraction, motivation and deduction of the persons possessing necessary for company professional skills and qualification, and the compensation system should provide rapprochement of financial interests of directors with long-term financial interests of shareholders. The clause is interdisciplinary, covering elements of corporate governance which are a part of the corporate finance as sciences, and also, the corporate right.


2012 ◽  
Vol 1 (4) ◽  
pp. 176-188 ◽  
Author(s):  
Catherine Malecki

Research Question/Issue: This paper will examine the role of reputation regarding corporate governance in terms of performance, risk control and the possible role of legislature or behaviors in this field (in particular with regards to the recent Green Paper “Companies in the EU: a management of governance”, COM (2011) 164 final, of the 5th April 2011, of the European Commission). Research Findings/Insights: Image, reputation, positive or negative opinion, notoriety of the companies and their managers are regarded as an element of their performance. It is accepted that public opinion, inherently linked to the reputation risk is an essential element of corporate governance. Regarding the need of a long term matter, particularly after the financial crisis, a short period of time is enough to transform a positive public opinion into a negative one. In addition, the assessment of public opinion is complex. Everyone can freely form an “opinion”. The opinion may be private and public. Public opinion refers to society, to citizens and to the people. Its classic means of expression are freedom of the press and freedom of speech. This question is particularly crucial regarding the role of the companies to the “society” as recently defined by the Communication from the Commission to the European Parliament, the Council, the European Economic and Social Committee and the committee of the Regions, A renewed EU strategy 2011-14 for Corporate Social Responsibility, the European Commission and the European Parliament (Brussels, 25.10.2011) COM (2011) 681 final). Theoretical/Academic Implications: How to manage good corporate governance reputation ?As from 1979, the Anglo-Saxon doctrine has acutely highlighted the role of reputation risk regarding corporate governance but what is the situation within the EU? Has legislature, in Europe (and for example, in France), sufficiently acknowledged the concept of reputation risk control? – A long term period seems necessary for efficient corporate governance. Yet, CSR has given an additional power to social and environmental information which may, because it affects a more important spectrum (stakeholders…), cause a more important prejudice, whereas CRS is an "integral part" of corporate governance. Thus, in France, as pointed out in recital 10 of the policy 2006/46/CE but above all, as pointed out in article 53 of the said Grenelle 1 law (n° 2009-967 of the 3rd August 2009), “the quality of information regarding the way in which companies consider the social and environmental consequences of their activity and the access to this information constitutes essential conditions of good corporate governance”. The SRI funds also attempt to control the factors of reputation risk. Practitioner/Policy Implications: The multiple vehicles of public opinion regarding corporate governance : in fact, CSR, largely consisting in the “reporting” of social and environmental values therefore on “societal communication”, which potentially contains so many possible public opinions to be expressed, may be “additions” to individual opinions. CSR rests on a true discourse which seems, to certain authors, removed from reality: “the reports on corporate social responsibility, summary document between the “say” and “do”, appear as a support of speech which, removed from the real situation, tends first and foremost, to show the “good faith” of organisations. Societal corporate e-governance with the aid of the internet further weakens the concept of societal reputation.


2021 ◽  
Vol ahead-of-print (ahead-of-print) ◽  
Author(s):  
Samya Tahir ◽  
Sadaf Ehsan ◽  
Mohammad Kabir Hassan ◽  
Qamar Uz Zaman

PurposeThis study examines the moderating effects of low and high levels of voluntary disclosures (VDs) between corporate governance and information asymmetry (IA).Design/methodology/approachThe study used PROCESS macro to construct bootstrap confidence intervals at the 95% level to estimate the model, and “simple slope analysis” to visualize the model.FindingsThe better corporate governance provides a monitoring mechanism that disseminates private information and reduces IA The effect of corporate governance on IA is contingent on the levels of VDs within a firm, and this relationship is strengthened when the level of VDs within a firm is high, and results remain consistent when levels of sub-indices are high. Additional analysis reveals that effective boards and audit committees reduce IA. Increased inside, an associated company, family and foreign ownership exacerbate IA, whereas institutional owners act as effective monitors to overcome informational disadvantages.Practical implicationsThe findings provide implications for policymakers to promote corporate governance and more relevant reporting practices as effective mechanisms for protecting shareholders' rights and attenuating IA in capital markets.Originality/valueThe study is valuable to understand the strength of the relationship between corporate governance and information asymmetries based on the moderating role of different VD levels.


2015 ◽  
Vol 37 ◽  
pp. 45
Author(s):  
Mehran Matinfard ◽  
Mohammad Hassani ◽  
Hossein Elyasi

This research reviews the role of corporate governance regarding transactions with related parties and company performance. 85 companies admitted into the TSE were studies during a six months period between 2008 and 2013. Transaction with related parties is a usual trait of commercial activities. For example, some businesses conduct their activities via subsidiary businesses, particular partnerships and related businesses. Transactions with related parties can affect financial situation, financial performance and flexibility of the business. In this research the ratio of non-executive members of the board of directors to total members, membership or non membership of the managing director in the board, size of board and shares of institutional owners have been used as corporate governance variables. Finally, Eviews and Excel software and multi variable regression were used to test the research hypothesis. Results indicate a significant correlation between transactions with related parties and returns on assets. Results also showed that by importing corporate governance variables into the model, explanatory power of model increases and negative effect of transactions with related parties on performance reduces.


2020 ◽  
pp. 1-27
Author(s):  
Lars Engwall

Philanthropic foundations have become increasingly important in present-day societies. In relation to governance, they represent some specific features. Like corporations, they are subject to regulation, but they differ by having neither owners nor customers. This makes the governance of foundations an important issue for study. At the same time, governance by foundations is likewise of importance. It includes the role of foundations in corporate governance based on their ownership in corporations and their role in resource allocation based on the returns of their assets. Against this background, this article addresses three research questions: (1) What are the characteristics of the governance of foundations? (2) What role do foundations play for corporate governance? (3) What role do foundations play for resource allocation? In order to contribute to answering these questions this article provides an analysis of the first centenary (1917−2017) of a major Swedish philanthropic foundation, the Knut and Alice Wallenberg Foundation. It is concluded that successful foundation governance is characterized by (1) rule compliance, (2) loyalty to the founders, and (3) legitimacy among prospective grantees. Additional conclusions are that the larger, the more concentrated, and the more long-term the asset portfolio, the more significant will be the role a foundation may play in corporate governance, and the more successful asset management and the more careful project selection, the more significant will be the role a foundation may play in resource allocation. In addition, the article demonstrates the reciprocal relationships between foundations, corporations, and grantees.


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