scholarly journals Classical and modern concepts of corporate governance (Stewardship Theory and Agency Theory)

Management ◽  
2015 ◽  
Vol 19 (2) ◽  
pp. 84-92 ◽  
Author(s):  
Beata Glinkowska ◽  
Bogusław Kaczmarek
Keyword(s):  
Corporate Governance ◽  
Agency Theory ◽  
Supervisory Board ◽  
Stewardship Theory ◽  
Social Meaning ◽  
Modern Approach ◽  
Management Board ◽  
Governance Systems ◽  
Supervisory Boards ◽  
A Company

Summary The main issues in efficiency of a company as an organisation are relations between the Supervisory Board and the Management Board of a company, and the methods of functioning of Supervisory Boards in governance systems of a company. The classical and modern approach to the role, place, and importance of corporate governance presented in this article, is yet another prompt to continue searching for the optimum in the organisational, economical, and social meaning.

scholarly journals The two-tier board system and underpricing of initial public offerings: Evidence from Austria

2014 ◽  
Vol 12 (1) ◽  
pp. 352-362
Author(s):  
Lalith P. Samarakoon ◽  
Palani-Rajan Kadapakkam
Keyword(s):  
Corporate Governance ◽  
Agency Theory ◽  
Initial Public Offerings ◽  
Stock Exchange ◽  
Supervisory Board ◽  
Board Structure ◽  
Ipo Underpricing ◽  
Public Offerings ◽  
Management Board ◽  
Board System

We study the relation between initial IPO underpricing and two-tier board structure in the Vienna Stock Exchange of Austria, where a two-tier board is mandatory for listed companies. The board ratio, defined as the size of the supervisory board to the management board, is used to capture the effect of two-tiered board on underpricing. The results show that the board ratio is negatively related with underpricing, consistent with the agency theory which predicts that more effective monitoring implied in a relatively larger supervisory board will lead to lower agency costs, and thus lower underpricing. The results are robust to the inclusion of control variables and suggest that firms seeking to raise external capital will be helped by adopting strong corporate governance standards.

scholarly journals A corporate governance study on Italian family firms

2008 ◽  
Vol 5 (4) ◽  
pp. 93-103 ◽  
Author(s):  
Fabrizio Colarossi ◽  
Marco Giorgino ◽  
Roberto Steri ◽  
Diego Viviani
Keyword(s):  
Decision Making ◽  
Cluster Analysis ◽  
Corporate Governance ◽  
Agency Theory ◽  
Board Of Directors ◽  
Family Firms ◽  
Stewardship Theory ◽  
Italian Family ◽  
Governance Systems ◽  
The Board Of Directors

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.

Does gender diversity in supervisory boards affect gender diversity in management boards in Germany? An empirical analysis

2021 ◽  
pp. 239700222199714
Author(s):  
Dennis Fleischer
Keyword(s):  
Fixed Effects ◽  
Structural Equation ◽  
Gender Diversity ◽  
Supervisory Board ◽  
Board Members ◽  
Governance System ◽  
Management Board ◽  
Supervisory Boards ◽  
Gender Quota ◽  
The Impact

Social aspects like gender diversity in the boardroom are becoming increasingly relevant and are a popular topic of public debate in the context of gender equality in business. However, there is little clarity about the potential spill-over effects of gender diversity. Both theory and empirical results have led to ambiguous conclusions with respect to the effect of gender diversity in the supervisory board on gender diversity in the management board. In addition, it is not clear whether the German gender quota legislation positively affects this relationship. This study analyses whether gender diversity in the supervisory board supports the gender diversity of the management board, and whether this relationship is affected by the gender quota legislation, focusing on the unique case of Germany. To cope with endogeneity concerns, this study employs a cross-lagged panel model with fixed effects using maximum likelihood structural equation modelling. The results of the analysis of the impact of the number of female supervisory board members on the number of female management board members do not support the view of positive spill-over effects of gender diversity in the environment of the German two-tier corporate governance system. Furthermore, this study finds no evidence of an effect of the German gender quota on this relationship. JEL Codes G38, M12, M14, M51

scholarly journals Stewardship theory: is board accountability necessary?

2017 ◽  
Vol 59 (6) ◽  
pp. 1292-1314 ◽  
Author(s):  
Andrew Keay
Keyword(s):  
Corporate Governance ◽  
Agency Theory ◽  
Design Methodology ◽  
Agency Problems ◽  
Stewardship Theory ◽  
Content Type ◽  
General Terms ◽  
Practical Implications

Purpose The purpose of the paper is to demonstrate that notwithstanding the fact that stewardship theory embraces things like trust of directors, their professionalism, loyalty and willingness to be concerned for the interests of others, as well as rejecting the foundations of classic agency problems that are asserted by agency theory, board accountability is as relevant to stewardship theory as it is to agency theory. Design/methodology/approach The paper applies the theory underlying board accountability in corporate governance, which is so often applied both in the corporate governance literature and in practice with agency theory in mind, to stewardship theory. Findings While the idea of accountability of boards is generally associated with an explanation and conceptualisation of the role and behaviour of directors as agents within classic agency theory, the paper demonstrates that board accountability is a necessary part of board life even if the role of directors is explained and conceptualised in terms of stewardship theory. Practical implications The paper suggests some accountability mechanisms that might be employed in a stewardship approach. Originality/value While many authors have talked in general terms about board accountability and its importance, this is the first paper that has engaged in a substantial study that links board accountability directly with stewardship theory, and to establish that accountability is necessary.

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.

scholarly journals Corporate governance of German growth companies. Empirical analysis of the corporate governance quality and the structure of supervisory boards of companies listed on TEC-DAX

2006 ◽  
Vol 3 (3) ◽  
pp. 128-137 ◽  
Author(s):  
Alexander Bassen ◽  
Maik Kleinschmidt ◽  
Christine Zöllner
Keyword(s):  
Corporate Governance ◽  
Empirical Analysis ◽  
Supervisory Board ◽  
High Importance ◽  
Supervisory Boards ◽  
Governance Quality ◽  
Corporate Governance Quality ◽  
High Level ◽  
Agency Risk

This article analyses the importance of corporate governance for growth companies, derives specific requirements for them and evaluates the corporate governance quality for companies listed on TecDax. Growth companies’ characteristics imply a comparatively high importance of corporate governance due to a high level of business and agency risk. Several corporate governance elements are therefore particularly important for growth companies. Overall, the empirical results imply a high conformity of the Tec-Dax companies with the GCGC criteria with some exceptions for specific companies and criteria. But the analysis of the quality of their supervisory boards delivers a differentiated result as in some of the analysed companies the effectiveness of the supervisory board is questionable.

scholarly journals Characteristics of Shari’ah Governance and Incidence of Charity: A case of Pakistan

2020 ◽  
Vol 5 (2) ◽  
pp. 77-91
Author(s):  
Mohammad Ayaz ◽  
◽  
Noman Arshed ◽  
Ikram ul Haq ◽  
◽  
...  
Keyword(s):  
Corporate Governance ◽  
Panel Data ◽  
Quantitative Methods ◽  
Panel Data Analysis ◽  
Supervisory Board ◽  
Financial Statements ◽  
Islamic Banks ◽  
Supervisory Boards ◽  
Unbalanced Panel Data

Characteristics of Shari’ah Governance and Incidence of Charity: A case of Pakistan There are several studies which have evidenced the role of Shari’ah governance on the profitability of Islamic banks for different countries in different data setup. The main purpose of Shari’ah governance is derived from the concept of corporate governance to avoid any non-compliant transactions and book charity against any non- compliant income. There are two kinds of Shari’ah supervisory boards. First is the proactive type that follows the rule of ‘Hisba’ which restricts any non-compliant transaction before it happens. The second type is reactive which detects and reacts to the non-compliant transactions following the Islamic legal system when they happen. The first type would conclude to a reduction in the incidence of charity transactions. In contrast, the second type would conclude to increase in the incidence of charity transaction. The objective of this study is to explore whether the Shari’ah governance of Islamic banks of Pakistan is jointly proactive or reactive. This study is deductive and uses quantitative methods. This study builds an unbalanced panel data of full-fledged Islamic banks of Pakistan using the available data from financial statements. This study is one of its kinds to see the nature of Shari’ah governance based on empirical patterns using Panel FGLS model. The results show that board size, board expertise, and reputation are the reactive factors while the others are proactive factors. Keywords: Shari’ah Supervisory Board, Panel Data Analysis, Shari’ah Disclosure, Shari’ah Controls.

scholarly journals Board committee practices in Ukraine

2005 ◽  
Vol 3 (1) ◽  
pp. 114-116 ◽  
Author(s):  
Alexander Kostyuk
Keyword(s):  
Corporate Governance ◽  
Audit Committee ◽  
Supervisory Board ◽  
The State ◽  
Board Members ◽  
Governance Mechanisms ◽  
Management Board ◽  
Corporate Governance Mechanisms ◽  
Audit Commission ◽  
Financial Transactions

International board practice concerning establishing committees on the board is still not spread in the Ukraine. The state obliged Ukrainian joint stock companies to establish an audit commission. But the commission is not on the supervisory board. It is not an integral part of the board. Members of the audit commission are prohibited to be members of the supervisory board at the same time. Although the audit commission reports to the supervisory board, objectives of the audit commission are narrowed only to controlling financial transactions executed by the management board. Therefore, it is worth of establishing an audit committee on the supervisory board with a broader spectrum of functions and equipped with the deepest knowledge on corporate governance mechanisms.

How Do Politicians Capture a State? Evidence from State-Owned Enterprises

2020 ◽  
pp. 088832542095348
Author(s):  
Katarzyna Szarzec ◽  
Bartosz Totleben ◽  
Dawid Piątek
Keyword(s):  
Corporate Governance ◽  
Interest Group ◽  
Ownership Structure ◽  
Supervisory Board ◽  
Board Members ◽  
Private Companies ◽  
Government Administration ◽  
State Capture ◽  
Supervisory Boards ◽  
The Government

This article discusses political state capture in the context of party patronage. Evidence of this is delivered from state-owned enterprises (SOEs) and the rotations of members of their management and supervisory boards. In this case, it is deemed that an interest group, which consists of politicians and representatives in the government administration, decides about the appointment and dismissal of board members through the corporate governance of SOEs and ownership policy of the state. We analyzed the scale and intensity of rotations in Poland of about twelve thousand joint-stock companies in the years 2001–2017 according to their ownership structure. We show that changes of managers and supervisory board members in state-owned enterprises are higher than in private companies and are related to political elections. We estimated that on average three months after a new government is formed, a peak of changes in the composition of boards is observed, though they are earlier in the case of a supervisory board. We conclude that this can be regarded as an example of state capture by politicians.

Legal Framework of Developing Corporate Governance in Healthcare Organizations in Kazakhstan

2019 ◽  
Vol 10 (3) ◽  
pp. 890
Author(s):  
Indira Sovetovna SAKTAGANOVA ◽  
Gulmira Sovetovna SAKTAGANOVA ◽  
Sholpan Sherehanovna ORMANOVA ◽  
Elnara Ashimovna ASHIMOVA ◽  
Nurzhan SAULEN
Keyword(s):  
Corporate Governance ◽  
Supervisory Board ◽  
Legal Framework ◽  
Gradual Transition ◽  
Healthcare Organizations ◽  
Economic Management ◽  
Supervisory Boards ◽  
Private Medicine ◽  
The Republic ◽  
The Right

One of the important tasks set by the Head of State in 100 Concrete Steps to Implement Five Institutional Reforms, the Plan of the Nation, is step 81 – Development of Private Medicine, Implementation of Corporate Governancein Medical Organizations. The development of private medicine and the improvement of independence of state healthcare organizations through a gradual transition to the status of state-owned enterprises on the basis of the right of economic management with the introduction of corporate governance set new requirements to senior managers of healthcare organizations, the nature of their tasks and ways to solve them. In order to implement the project of the Ministry of Health of the Republic of Kazakhstan (RK) ‘Development of Management and Corporate Governancein Healthcare Organizations’, the transition of state medical organizations on the basis of economic management has been analyzed. The methodological and advisory support is provided to medical organizations at the regional level. The regulatory framework in the area of management and corporate governance of healthcare is developed and amended. The activities of the supervisory boards of state-owned enterprises (SE) on the basis of the right of economic management (REM) have been analyzed and estimated. The data on the current secretaries of the supervisory boards and independent members of the supervisory board have been collected. The corporate governance in subordinate organizations has been rated. The rating of corporate governance is becoming an indicator of compliance with the best practices, both in state-owned and private organizations around the world. Such estimation makes it possible to analyze not only the mechanisms of work, but also to understand the dynamics of these processes. Using the in-depth approach, this instrument helps determining the potential and considerablyimproving the efficiency of the supervisory boards and the entity, as a whole.

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