scholarly journals From Cadbury to Kay: discourse, intertextuality and the evolution of UK corporate governance

2018 ◽  
Vol 31 (5) ◽  
pp. 1542-1562 ◽  
Author(s):  
Michael Price ◽  
Charles Harvey ◽  
Mairi Maclean ◽  
David Campbell

PurposeThe purpose of this paper is to answer two main research questions. First, the authors ask the degree to which the UK corporate governance code has changed in response to both systemic perturbations and the subsequent enquiries established to recommend solutions to perceived shortcomings. Second, the authors ask how the solutions proposed in these landmark governance texts might be explained.Design/methodology/approachThe authors take a critical discourse approach to develop and apply a discourse model of corporate governance reform. The authors draw together data on popular, corporate-political and technocratic discourses on corporate governance in the UK and analyse these data using content analysis and the historical discourse approach.FindingsThe UK corporate governance code has changed little despite periodic crises and the enquiries set up to investigate and make recommendation. Institutional stasis, the authors find, is the product of discourse capture and control by elite corporate actors aided by political allies who inhabit the same elite habitus. Review group members draw intertextually on prior technocratic discourse to create new canonical texts that bear the hallmarks of their predecessors. Light touch regulation by corporate insiders thus remains the UK approach.Originality/valueThis is one of the first applications of critical discourse analysis in the accounting literature and the first to have conducted a discursive analysis of corporate governance reports in the UK. The authors present an original model of discourse transitions to explain how systemic challenges are dissipated.

2017 ◽  
Vol 13 (4) ◽  
pp. 492-519 ◽  
Author(s):  
Talie Kassamany ◽  
Salma Ibrahim ◽  
Stuart Archbold

Purpose This study aims to investigate the occurrence of pre-merger earnings management for a sample of 197 stock- and cash-financed UK acquirers between 1990 and 2009. It also examines the earnings management behaviour around the change in the Corporate Governance Code in 2003 based on the Higgs recommendations. Design/methodology/approach Mean and median accrual- and real-based manipulation are examined in the period before the announcement of a merger and acquisition. These are compared across stock and cash acquirers as well as before and after the implementation of the Higgs recommendations. Logistic regressions are also run to examine accrual- and real-based manipulation across stock and cash acquirers after controlling for variables that may affect the acquisition type. Findings The study found some evidence of upward pre-merger accrual-based earnings management by stock-financed acquirers, which is in line with the findings of Botsari and Meeks (2008). Furthermore, no significant changes were found in the post-Higgs period, which indicates that the recommendations put forth by Higgs may not have been successful in mitigating earnings management. The evidence also shows that cash bidders engage in pre-merger real earnings manipulation through lower discretionary expenses, possibly to enhance cash availability for the bid. Practical implications The findings in this study confirm earnings management exists around mergers and acquisitions and provide some evidence that the recommendations set out in the Higgs Report do not appear to have mitigated earnings management activities. This is of interest to regulators as well as investors and academicians. Originality/value This provides the first analysis in the UK examining the use of real-based earnings management activities by UK acquirers. It also extends prior research around corporate governance changes that occurred in the UK.


2016 ◽  
Vol 16 (4) ◽  
pp. 765-784 ◽  
Author(s):  
Adel Elgharbawy ◽  
Magdy Abdel-Kader

Purpose This paper aims to investigate the possible trade-off between accountability and enterprise in the context of comply or explain governance. The issue was addressed through examining the effect of compliance with the corporate governance code (CGC) on corporate entrepreneurship (CE) and organisational performance. Design/methodology/approach Based on cross-sectional survey and content analysis of annual reports, the level of CE and compliance with the CGC were measured in the large and medium-listed companies in the UK during 2010. Partial least squares structural equation modelling (PLS-SEM) was used for data analysis. Findings The results suggest no conflict between compliance with the CGC and CE in the UK, which can be attributed to the flexibility of the “comply or explain” approach. This implies that no trade-off between accountability and enterprise in the context of comply or explain governance. Practical implications The study provides evidence in support of the regulatory governance framework in the UK and the comply or explain approach at large. This evidence contributes to the debate on the rules-based or principles-based governance, which may affect future CG regulations. It can also guide the directors to achieve the balance between their conformance and performance roles. Originality/value The study bridges the gap between CG and CE disciplines through developing a theoretical model that integrate contingency and agency theories lenses. Adopting a holistic approach provides insights into the relationships between CG and CE, rather than investigating the effect of each of these practices separately on organisational performance.


2019 ◽  
Vol 15 (1) ◽  
pp. 79-99 ◽  
Author(s):  
Jihad Al Okaily ◽  
Rob Dixon ◽  
Aly Salama

Purpose Since 2005, wide-ranging concerns have been raised about misleading revenue recognition practices, especially during and after the 2008–2009 global financial crisis. There is a lack of research into the relationship between corporate governance (CG) mechanisms and premature revenue recognition (PRR). The paper aims to discuss these issues. Design/methodology/approach This paper uses a generalised least squares regression analysis of a sample of 854 FTSE 350 firm–year observations. Stubben (2010) discretionary revenue (DR) model is used to measure PRR as it is considered less biased, better specified and more likely to reduce measurement error than accrual models. Findings The results suggest that the size of audit committees plays an effective role in constraining PRR. Moreover, PRR is more likely to be curbed in the presence of small boards comprising a higher proportion of non-executive directors. Additional tests reveal that the relationship between board size and PRR is non-linear. Research limitations/implications The findings address the concerns of corporate firms, capital providers, UK regulators and standard-setters regarding misleading revenue recognition practices and should be considered while setting new governance reform recommendations in response to changing economic conditions. Originality/value This is the first study that adopts the DR model of Stubben (2010) to capture PRR and examines its association with CG internal mechanisms. Moreover, the paper considers an important time period – from 2005 to 2013 – in which many significant developments took place.


2015 ◽  
Vol 23 (4) ◽  
pp. 369-382 ◽  
Author(s):  
Mario Krenn

Purpose – The purpose of this article is to explain under what circumstances firm-level adoption of codes of good corporate governance will more likely be superficial rather than substantive in nature. The article contains lessons for any agency or country that attempts to implement deep and lasting changes in corporate governance via codes of good corporate governance. Design/methodology/approach – The article reviews the literature on compliance with codes of good corporate governance and develops a conceptual model to explain why some firms that have formally adopted a code of good governance decouple this policy from its actual use. Findings – Decoupling in response to the issuance of codes of good corporate governance will be more attractive to firms and also more sustainable under the following conditions: firms’ compliance costs are relatively high firms’ costs of outright and visible non-compliance are relatively high and outsiders’ compliance monitoring costs are relatively high. Originality/value – The article contributes to the debate on compliance and convergence and provides policymakers with a conceptual framework for assessing the likelihood of successful regulatory change in corporate governance.


2017 ◽  
Vol 7 (1) ◽  
pp. 16-34 ◽  
Author(s):  
Awad Elsayed Awad Ibrahim ◽  
Amr Nazieh Ezat

Purpose The purpose of this paper is to provide further empirical evidence on the asymmetric cost behavior, cost stickiness, in an emerging country, Egypt, which lacks academic research on this subject. Design/methodology/approach This study uses multiple regression analysis to analyze the behavior of selling, general, and administrative costs (SG&A) and cost of goods sold (CGS) individually and jointly using total costs (TC) for the period 2004-2011 for Egyptian-listed firms. In addition, the study compares the cost behavior three years prior to and after the application of the corporate governance code in Egypt in 2007. Findings The results indicate that asymmetric cost behavior is common among Egyptian-listed firms as their SG&A, CGS, and TC were found to be sticky during the study period. The application of the corporate governance code in Egypt was found to affect the nature of SG&A – the behavior of these costs changed from sticky before the code to anti-sticky after the application of the code. Moreover, the code was found to affect the magnitude of stickiness of both CGS and TC. Originality/value Greater awareness about cost behavior is important for emerging markets such as Egypt in order to protect investors’ interests and satisfy their information needs. To the best of our knowledge, this study is the first to provide evidence on cost stickiness in Egypt. Moreover, this study provides further evidence on the correlation between corporate governance and asymmetric cost behavior.


2015 ◽  
Vol 6 (3) ◽  
pp. 331-353 ◽  
Author(s):  
Paul Thomas ◽  
Amina Selimovic

Purpose – This study aims to explore how two Norwegian national online newspapers, Dagbladet and Aftenposten, have framed halal food in the past 6 years (2008-2014), a period conflating with a rise in Muslim demographics in Norway. Design/methodology/approach – A mixed-methods approach is used. Employing among others a Hallidayan transitivity analysis and other approaches from critical discourse analysis (CDA), clausal semantic structures, collocations and nominalizations were explored with a view toward fleshing out ideological significance. Particular attention was given to the neologism – “covert-Islamization” – popularized by the populist right-wing Progress Party. Findings – The findings reveal that Dagbladet refracts halal food through a discourse of crime and other dubious frames tapping into topoi of Islamophobia. Halal is, in this manner, transformed into a synecdoche for deviance. This is contrasted with Aftenposten’s more “halal-friendly” gaze which inter alia is attributed to greater access for Muslim contributors (over 40 per cent), with nearly all authorship penned in the aftermath of the Breivik massacre of July 22, 2011. Research limitations/implications – As a comparative research that explores two newspapers – albeit with substantial national circulation – there are obvious limitations. Future research could explore the contents of Verdens Gang, the biggest newspaper in Norway, and perhaps incorporate iconic semiotic content. Social implications – The prevalent media discourse on halal in Norway casts a shadow over a fundamental aspect of the identity construction of Norwegians who adhere to Islam, thus highlighting issues of belonging and citizenry in the “new” Norway. National discourses of identity and belonging impact upon the Muslim consumer’s perception of self and ethnicity, and how these perceptions are negotiated in the interstices of a skewed media coverage of halal certainly serves to undermine this self-perception. Originality/value – Several recent studies have broached the subject of the manifold representations of Muslims and Islam in the media using a CDA, but there is a dearth in studies with a specific focus on halal food. This study contributes to the lacuna in the literature in an area of growing importance, not just as a socio-political and religious phenomenon, but a lucrative commercial project in a Scandinavian context.


2018 ◽  
Vol 12 (3) ◽  
pp. 278-306 ◽  
Author(s):  
Erik Persson ◽  
Luís Moretto Neto

Since 2013, several social actors of the Federal University of Santa Catarina (UFSC) community have formed a public sphere in order to deliberate and decide on the University Hospital’s (UH/UFSC) affiliation to the Brazilian Hospital Services Company (EBSERH), a public company set up in accordance with a private law which has been created by the Brazilian federal government in order to set up a management body for public university hospitals. Underpinned by critical discourse analysis, our purpose is to analyze the embedded ideologies in discursive practices within the UFSC/EBSERH public sphere, especially those perpetrated by the federal government’s bureaucratic means as to mystify reality, and also promote and legitimize dominant interests and actions with regard to the UH/UFSC’s affiliation to the EBSERH. We organized this analysis in five main categories: (1) staff shortage and the ideological use of the double standard policy, (2) the ideology of neo-liberalism and managerialism, (3) blame avoidance behavior and the ideological dispute between ideology and pragmatism, (4) the policy of terror and the fallacy of choice and (5) ideology of participationism.


Kybernetes ◽  
2021 ◽  
Vol ahead-of-print (ahead-of-print) ◽  
Author(s):  
Krešimir Žažar

Purpose The purpose of the paper is to discuss particular features of the public debate around the COVID-19 pandemic and its mitigation strategies in Croatian media from the beginning of 2020 to mid-September of the same year. Design/methodology/approach The discussion is theoretically grounded on Luhmann’s concept of moral communication combined with the key assumption of critical discourse analysis that language reflects a position of power of social actors. Based on these premises, the analysis of a sample of articles in a chosen online media was conducted to uncover the moral codes in the public debate concerning the corona outbreak and connect them with specific moral discourses of particular social actors. Findings The findings clearly indicate that the communication about the pandemic is considerably imbued with moralization and that moral coding is profoundly used to generate preferred types of behaviour of citizens and their compliance with the imposed epidemiologic measures. In conclusion, Luhmann’s claim of moralization as a contentious form of communication is confirmed as the examined public discussion fosters confrontations and generates disruptions rather than contributing to a productive dialogue among diverse social actors. Originality/value The novelty of the approach lies in the combination of Luhman’s conceiving of moral communication with critical discourse analysis that, taken together, entails a pertinent research tool for analysing relevant attributes of the ongoing vibrant debate on the coronavirus outbreak.


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