An Examination of the Principles of Corporate Governance from an Islamic Perspective: Evidence from Pakistan

2011 ◽  
Vol 25 (1) ◽  
pp. 27-50 ◽  
Author(s):  
Aysha Shafat Ahmed
Keyword(s):  
Corporate Governance ◽  
Internal Control ◽  
Islamic Law ◽  
Supervisory Board ◽  
External Control ◽  
Control Mechanisms ◽  
Islamic Perspective ◽  
Finance Industry ◽  
Theoretical Approaches ◽  
The Subject

AbstractThis article attempts and establishes a positive and direct link between Islamic law and the principles of corporate governance, using practical examples from the banking and finance industry. Several theoretical approaches are implemented to analyse the subject of corporate governance. Commentators have previously linked theories to explain the elements of corporate governance and its essential principles, ranging from board activities to internal control mechanisms such as auditing. Once proven that there is a link, this research attempts to analyse how well or how this Islamic approach to corporate governance is enriched within organisations based in Pakistan. However, at the same time, despite the Islamic element involving accountability to God and individual responsibilities under Islam as a religion, one finds immense similarities to the types of internal and external control mechanisms. There is a similarity in the way an Islamic organisation is counselled by the Shariah Supervisory Board just as a conventional Board would perform their actions. Similar problems are associated in organisations implementing Islamic principles of corporate governance. The main difference unearthed by this research is the element of religious beliefs. Pakistan as a country exemplifies how the development of corporate governance code is more inclined towards the Anglo-Saxon model than towards the Islamic perspective, despite a strong Islamic law background. However, this does not mean that one perspective is better than the other. It just illustrates the flexibility of the subject of corporate governance and its principles. The task to choose the type of principles to adhere to is entirely up to the region, culture, and the corporate structure.

scholarly journals Corporate management: Ownership, control and shareholders' rights

2005 ◽  
Vol 48 (3-4) ◽  
pp. 211-229
Author(s):  
Marija Djordjevic
Keyword(s):  
Corporate Governance ◽  
Stock Market ◽  
Internal Control ◽  
Supervisory Board ◽  
External Control ◽  
Shareholder Rights ◽  
Concentrated Ownership ◽  
Tier System ◽  
Dispersed Ownership ◽  
Ownership Control

In spite of extent of economy development in one country, every corporation faces up with same problems connected with corporate governance. Problems are ownership, shareholders rights and control. The way to acquire ownership is by buying shares of company. Ownership is connected with making essential decisions in corporation like changing statute of firm, allowing new stock market flotation, etc. There are two types of ownership: widespread or dispersed ownership and concentrated ownership. Dispersed ownership is characteristic of Anglo-Saxon countries (United Kingdom and United States) where one-tier system is representative model of corporate governance. Dispersed ownership means that every single packet of shares is smaller than 20% of total shares in corporation. On the other hand concentrated ownership characterizes presence of ultimate owner(s) in company. Ultimate owner is person who holds more than 20% of shares in firm. If shareholder holds more than 50% of shares he is major shareholder what means that he has control over company. Concentrated ownership is characteristic of continental Europe and Japan where is presented two-tier model of corporate governance. Law and other institutional rules, like rules for listed companies of stock market, must guarantee the shareholder rights. Today, every country accepts Principles of Corporate Governance published by the Organization for Economic Cooperation and Development. Further more, the transitional countries, as Russia, must pass and respect laws, which protect shareholders rights. Control of management is one of the ways to protect shareholder rights. Control could be internal and external. Audit or Supervisory board is main part of internal control. Independent external auditor who is in relation with company does external control by contract of giving services. It is important that all auditors (internal of external) be independent of management of corporations. In this paper, we try to adduce main problems of modern corporate governance as ownership control and shareholders rights.

scholarly journals Comparative Studies between UK-Listed and Japan-Listed Banks

2021 ◽  
pp. 1-37
Author(s):  
Ka Wai Mak ◽  
Ebbe Rogge
Keyword(s):  
Corporate Governance ◽  
Internal Control ◽  
Risk Taking ◽  
Comparative Studies ◽  
External Control ◽  
Managerial Ownership ◽  
Control Mechanisms ◽  
Increase Risk ◽  
The Difference ◽  
The Uk

Abstract This paper studies (i) the effects of external directors and managerial ownership, and (ii) the effects of shareholder monitoring, on risk-taking at banks. The former is part of the internal control mechanisms, the latter of external control. It also examines the difference between control mechanisms in the UK and in Japan. It shows that shareholder supremacy is likely to weaken corporate governance at banks. In particular, it finds that: (i) the substituted effects between internal and external controls differ between countries, or that the substituted effects of governance mechanisms may not exist; (ii) an internal corporate governance approach to shareholder supremacy increases risk-taking at banks; and (iii) foreign shareholders are likely to increase risk-taking at banks.

Board structure changes after accounting fraud: the case of Schneider Electric

2021 ◽  
Vol ahead-of-print (ahead-of-print) ◽  
Author(s):  
Benedicte Millet-Reyes ◽  
Nancy Uddin
Keyword(s):  
Corporate Governance ◽  
Internal Control ◽  
Multinational Corporation ◽  
Business Case ◽  
Annual Reports ◽  
Board Structure ◽  
Control Mechanisms ◽  
Accounting Fraud ◽  
Content Type ◽  
The Impact

Theoretical basis The impact of corporate governance on internal controls and quality of financial disclosures. Research methodology Analysis of a real financial fraud event for a non-US multinational corporation. The case relies on accessing and analyzing annual reports for the firm, both before and after the fraud. Additional information on industry governance characteristics are provided in the case itself so that students can compare the firm to the industry. Case overview/synopsis This business case is centered on the analysis of Schneider Electric, a French multinational corporation, which had to restate their financial statements in 2011 because of accounting fraud. Following this event, Schneider undertook major changes in their board structure to improve internal control mechanisms. This pedagogical business case familiarizes students with international differences in ownership and board structure and emphasizes potential corporate governance changes after financial statement fraud. Complexity academic level Managerial finance, corporate finance, international finance, auditing. This case is more appropriate for upper-level undergraduate and graduate courses.

scholarly journals Responsibility and role of internal and external statutory auditors in extraordinary operations

2018 ◽  
Vol 15 (3) ◽  
pp. 66-79 ◽  
Author(s):  
Maurizio Rija
Keyword(s):  
Internal Control ◽  
Supervisory Board ◽  
External Control ◽  
Critical Periods ◽  
Commercial Law ◽  
Civil Responsibility ◽  
History Of ◽  
The Law ◽  
Accounting Control ◽  
Work Done

In the current work, the figures and functions of the external statutory auditor and internal statutory auditor are analysed. Before examining this subject, the historical and critical periods which have characterized the history of the subjects concerned is recalled; from the beginning will be shown the historical and regulatory process of auditing rules (activities engaged in by these subjects). From the dedicated and practical study of several documents, it is shown that with the progress of time, internal control carried out by the supervisory board is supported by an external control by the auditors or an audit firm. Until the mid-70s, auditing control was voluntary and the companies, without any impositions, believed it preferable to remain anchored to a purely internal control rather than an audit company. The law 136/1975 which made the external accounting control by an auditing company compulsory is under control of the Consob and the Draghi law clearly distinguishes the roles carried out by the auditors and work done by the supervisory board. After alluding to the reform of the commercial law, which took place in 2003, the law 39/2010 is analysed, modified by the recent law 135/2016. Successively, civil, criminal and administrative responsibility of the external and internal statutory auditors are analysed since with the EU Recommendation of 2008 (2008/473/EC) the state members are encouraged to limit the civil responsibility making the auditors no longer unlimitedly and jointly responsible but responsible relatively to the damage caused in the first person. Finally, in a comparative context, a study is carried out on the effects of the recommendation in other European countries pointing out any dissimilarities/similarities from both the criminal and administrative aspect.

scholarly journals Islamic Corporate Governance and Internal Control Influance on Fraud in Sharia Commercial Banks

2020 ◽  
Vol 1 (1) ◽  
pp. 28
Author(s):  
Mariyam Chairunisa
Keyword(s):  
Corporate Governance ◽  
Internal Control ◽  
Financial Services ◽  
Commercial Banks ◽  
Audit Committee ◽  
Supervisory Board ◽  
Negative Effect ◽  
Descriptive Approach ◽  
Quantitative Descriptive ◽  
Positive Effect

This study aims to examine impact of Islamic Corporate Governance and Internal Control on Fraud on sharia Commercial Bank in Indonesia. The unit analysis of this research is Sharia Commercial Banks in Indonesia which have been registered in the Financial Services Authority (OJK) period 2012 to 2017. This research was done to 11 Islamic commercial banks by using quantitative-descriptive approach. The results of this research showed that Sharia Supervisory Board and Internal Control have negative effect and unsignificant  on Fraud. However, Audit Committee has a positive effect and significant on fraud .

Governance Practices and CEO Hubris

2021 ◽  
pp. 161-182
Author(s):  
Paola Ferretti ◽  
Cristina Gonnella
Keyword(s):  
Decision Making ◽  
Corporate Governance ◽  
Internal Control ◽  
Financial Distress ◽  
Good Governance ◽  
Power Dynamics ◽  
Control Mechanisms ◽  
Managerial Entrenchment ◽  
Governance Practices

This chapter analyzes the connection between CEO hubris and corporate governance contingencies, including a case study of an Italian bank for which the state of financial distress shall be linkable also to bad governance. The main objective is to verify whether, in presence of hubristic CEO, the internal control mechanisms, set to ensure the board vigilance and limit the overconfidence of the leader, are implemented, and if so, whether such mechanisms, even when formally respected, may be not so appropriate to guarantee a good governance. Particularly, the existence of a CEO hubris could neutralize their positive expected balancing effects on the power dynamics between CEO and board, such as to give prevalence to substance over form. Therefore, it may occur that some governance mechanisms (e.g., independence, non-duality), even if formally implemented, are unable to stem the managerial entrenchment of the CEO, who succeeds in enhancing immoderately his substantial power in the decision-making process.

The German Supervisory Board on its Way to Professionalism

2010 ◽  
Vol 11 (2) ◽  
pp. 115-158 ◽  
Author(s):  
Jan Lieder
Keyword(s):  
Corporate Governance ◽  
Internal Control ◽  
Supervisory Board ◽  
Decision Making Process ◽  
European Level ◽  
Governance System ◽  
Management Board ◽  
Corporate Governance System ◽  
Flow Of Information ◽  
Board System

The paper shows how the efficiency of the German supervisory board has been significantly improved in the last decade. These legal changes made the supervisory board climb to a higher position of power. In particular, the supervisory board is now significantly involved in the decision-making process on a company's overall strategic concept and on management decisions of fundamental importance. This emphasizes the future-oriented monitoring obligation of the supervisory board, which gained much more importance in the last decade. Furthermore, the new provisions increased the flow of information from the management board to the supervisory board, and they facilitated the monitoring efficiency of every single supervisory board member. In addition, several important changes improved the cooperation of supervisory board and auditors. The most recent changes strengthened the supervisory board's responsibility with regard to internal control and risk management.The vest majority of those changes in the German supervisory board system are very welcome. However, the current regime of German codetermination as well as the excessive size of the supervisory board has to be changed. Under the important developments on the European level, the time has come to act now in this direction. The advocated concept of codetermination by consensus provides a solid basis for more flexibility in the rigid German corporate governance system. It is also desirable to further limit the size of the supervisory board to no more than twelve members. Finally, the efficiency of the corporate governance system would be improved by allowing enterprises to choose between a one-tier and a two-tier board system.

Voting with hands, earnings management and corporate governance

2019 ◽  
Vol 18 (2) ◽  
pp. 178-197
Author(s):  
Ting Li ◽  
Xinlei Zhao ◽  
Aiwu Zhao
Keyword(s):  
Corporate Governance ◽  
Earnings Management ◽  
Internal Control ◽  
Univariate Analysis ◽  
Negative Relationship ◽  
Ordinary Least Squares ◽  
External Control ◽  
Substitution Effects ◽  
Content Type ◽  
Shareholder Proposals

Purpose Motivated by managers’ intentions to pursue private interests by engaging in earnings management, this paper aims to investigate whether voting with hands (shareholders cast votes on shareholder proposals) by shareholders acts as an external disciplining mechanism over earnings management relative to corporate governance. Also, as corporate governance can scrutinize managers’ behavior, this study also examines whether there is a substitutive relation between shareholder proposals and corporate governance mechanism. Design/methodology/approach First, this paper uses ordinary least squares (OLS) regressions of discrepancy accruals on the percentage of “For” votes for shareholder proposals to test the incremental effect of shareholder proposals on earnings management. Second, firms receiving shareholder proposals are matched with those not receiving proposals by propensity scores, and the levels of earnings management and corporate governance between these two groups are compared by univariate analysis and OLS regressions. In addition, six portfolios are created based on whether firms receive shareholder proposals, as well as on the levels of corporate governance, to assess whether external control from shareholder proposals can substitute internal control for corporate governance in disciplining earnings management. Regressions of earnings management on corporate governance (shareholder proposals) are conducted in the sub-samples formed on shareholder proposals (corporate governance) to further explore the above substitution effects. Findings Based on a sample of 2,041 firm-year observations from 2001 to 2010, this paper finds that the “For” votes received from the shareholder proposals have a significant negative relationship with the practice of earnings management, even when corporate governance is controlled. The negative relationship between shareholder proposal and magnitude of earnings management is also found to be stronger when firms have weak corporate governance. The overall evidence suggests that the external control from “voting-with-hand” shareholders has a significant impact on earnings management. In addition, shareholder proposals can substitute the monitoring mechanism for corporate governance in constraining managers’ myopic behavior. Originality/value This paper contributes to the extant literature by using the percentage of “For” votes for shareholder proposals as a proxy for shareholder pressure and concerns. This study contributes to the earnings management literature by showing the disciplinary effect of outside shareholders on managers’ reporting behavior. Also, it contributes to the corporate governance research by presenting that shareholder proposals can substitute for the internal control of corporate governance in decreasing earnings management. This paper should be of interest to investors and standard setters.

scholarly journals The relationship between corporate governance and corporate social responsibility

2019 ◽  
Vol 13 (3-4) ◽  
pp. 28-34
Author(s):  
Edit Veres
Keyword(s):  
Corporate Governance ◽  
Corporate Social Responsibility ◽  
Social Responsibility ◽  
Supervisory Board ◽  
Labor Law ◽  
Jel Classification ◽  
Control Mechanisms ◽  
Governance System ◽  
Corporate Social ◽  
The Relationship

Corporate governance (CG) is a corporate governance system for large companies which includes policies and procedures for corporate social responsibility (CSR). The present study examines the relationships between CG and CSR, and analyzes the studies that separate or combine the explanation of the two concepts.CG can be interpreted as the relationship between governors and stakeholders. Angyal (2009) and Auer (2017) agree that the two phenomena coexist and are connected at several points. The goals of the two phenomena are intertwined, compliance with other important requirements (environmental, labor law) besides the primary corporate goal. CG is a system based on the sharing of power and roles between owners, management and boards (board, supervisory board). The roles of ownership, supervision, and control are separated. The division of power means that the boards keep the management under strict control and the owners can account for the boards (Tasi, 2012). According to Tasi (2012), responsible CG involves careful management; financial planning and implementation; control mechanisms for the operation of the company; company transparency and business ethicsissues; publicizing corporate information and corporate social responsibility policies and practices. Angyal (2009) sees that CG and CSR are intertwined “neither intersection, nor intersection, nor parallelism, but coexistence”. (Angel,2009: 14). It does not agree with the incompatibility of corporate governance or corporate governance and social responsibility, in practice the former two are more common. Corporate governance encompasses corporate social responsibility policies, procedures, and can be interpreted as the relationship between governors and stakeholders. The authors of the studies analyzed agree that the two phenomena coexist and are connected at several points. The goals of the two phenomena are intertwined with compliance with other important requirements (environmental, labor law) besides the primary corporate goal. JEL Classification: G30; G39, M14

scholarly journals Analysis on Corporate Governance Influences toward Banking Efficiency with Bank Category as Moderator Variable

2015 ◽  
Vol 6 (1) ◽  
pp. 127 ◽  
Author(s):  
Lidiyawati Lidiyawati
Keyword(s):  
Corporate Governance ◽  
Banking Sector ◽  
Islamic Law ◽  
Financial Institution ◽  
Supervisory Board ◽  
Islamic Banking ◽  
Moderator Variable ◽  
Islamic Bank ◽  
Data Limitations ◽  
Conventional Bank

Corporate governance system of Sharia financial institution that based on Islamic law may result more  variables principles then conventional owns. The restriction of usury are highly speculative transaction, embedded prohibited matter are main features in Sharia business institution. Sharia Supervisory Board, as board that supervises banking practices conforms to Sharia stipulations, hold strong important role within Islamic banking. Both important points above had direct effects on efficiency which attained by Islamic banking compared with conventional banking. This study examines the influence of corporate governance implementation toward efficiency banking sector with bank category as moderator variable. This study hypothesize that corporate governance has significant influences toward bank’s efficiencies, the influence of corporate governance toward Islamic bank efficiencies is higher than conventional bank, and level of Islamicbank efficiencies is higher than conventional bank. Measurement of efficiencies is using Stochastic Frontier Approach program, and then using SPSS in procces hypothetical model. The results of the study do not support the hypothesis. Examined result shows that statically corporate governance is not influenced by bank efficiency achievement. Corporate governance influences over Islamic bank has not show higher significance than conventional and Islamic bank efficiencies remain steady. Data limitations, complexity of the efficiency measures and the complexity of the operation of Islamic banks may explain the finding.

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