Role of Independent Directors in a Company: A Conscious Keeper for Corporate Governance?

2020 ◽  
Author(s):  
Shaheen Banoo
Keyword(s):  
Corporate Governance ◽  
Independent Directors ◽  
A Company

Financially Linked Independent Directors and Bankruptcy Reemergence: The Role of Director Effort

2016 ◽  
Vol 44 (7) ◽  
pp. 2665-2689 ◽  
Author(s):  
Punit Arora
Keyword(s):  
Corporate Governance ◽  
Instrumental Variables ◽  
Resource Provisioning ◽  
Financial Resources ◽  
Independent Directors ◽  
Organizational Crisis ◽  
Best Effort ◽  
Research And Practice ◽  
Improve Access

This study examines if the effort of financially linked independent (FLI) directors enable firms to reemerge from bankruptcy, a major organizational crisis. Using a sample of 307 bankrupt U.S. firms with instrumental variables regression methodology, I find that the efforts of these directors are critical for firm reemergence. FLI directors’ efforts increase the likelihood of reemergence as well as improve access to financial resources. In contrast, I do not find any evidence that non-FLI directors’ efforts are associated with reemergence. I also find that resourceful but uninvolved directors are not helpful for firms trying to navigate their way out of bankruptcy. My study highlights (a) the changing nature of roles played by directors in various lifecycle stages, (b) the greater importance of resource provisioning over monitoring during reemergence, and (c) that efforts of FLI directors, and not others director categories, matter for reemergence. Overall, my study extends research that suggests directors’ motivation may cause differential firm outcomes and provides evidence that directors do not always put in their best effort on behalf of their firms. This, I suggest, has profound implications for corporate governance research and practice.

scholarly journals The Effect of Intellectual Capital and Good Corporate Governance on Company Value Mediated by Competitive Advantage

2021 ◽  
Vol 22 (2) ◽  
Author(s):  
Selvia Roos Ana ◽  
Agung Budi Sulistiyo ◽  
Whedy Prasetyo
Keyword(s):  
Corporate Governance ◽  
Competitive Advantage ◽  
Intellectual Capital ◽  
Firm Value ◽  
Capital Good ◽  
Company Value ◽  
Good Corporate Governance ◽  
The Relationship ◽  
A Company

Abstract:  This study examines the effect of the relationship between intellectual capital, good corporate governance, and firm value by using competitive advantage as mediation. Design/methodology/approach :  This study uses a sample of companies registered in CGPI during the 2014-2018 period. Data analysis using regression and path analysis.Research findings :  The research results show that the creation of a competitive advantage is inseparable from the role of intellectual capital and good corporate governance. In addition, competitive advantage is able to increase firm value but unfortunately it is not able to mediate company value.Theoretical contribution/ Originality :  This study uses M-VAIC to measure intellectual capital where in this measurement there is additional relational capital, and the use of competitive advantage as a mediating variable.Practitioner/Policy implication : This study proves the resourced-based theory which states that a company can win the competition by having a competitive advantage so that in the end it can increase firm value.Research limitation/Implication:  This study only includes CGPI listed companies as the research sample. In addition, the independent variables used are limited to intellectual capital and good corporate governance. Keywords:  intellectual capital, good corporate governance, competitive advantage, company value

scholarly journals The influence of cultural values on the board of directors: Lessons from five corporations

2012 ◽  
Vol 9 (4-2) ◽  
pp. 221-229 ◽  
Author(s):  
Elsa Satkunasingam ◽  
Aaron Yong ◽  
Sern Cherk
Keyword(s):  
Corporate Governance ◽  
Cultural Values ◽  
Board Of Directors ◽  
Senior Management ◽  
Independent Directors ◽  
Board Members ◽  
Differences Of Opinion ◽  
The Board Of Directors ◽  
Code Of Corporate Governance

The Malaysian Code of Corporate Governance 2000 emphasises the monitoring role of the Board of Directors, especially that of independent directors. It has not however taken into account the cultural values in Malaysia which do not encourage differences of opinion or criticisms and has failed to provide sufficient safeguards for directors to exercise their role effectively. As a result, it is relatively easy for dominant Chairmen or CEOs especially in government-linked companies or CEO dominated companies to control the Board or senior management with very little opposition. This paper will discuss several incidences of financial mismanagement in companies caused by dominant directors with very little opposition from the rest of the board. It will highlight that the law has to take cultural values more seriously in order to equip the Board and especially independent directors with the ability to challenge dominant Board members.

Directors' Role and Responsibilities under the Light of New Amendment Act of Company Law

2017 ◽  
pp. 160-177
Author(s):  
Saroja V. B. N. H. Achanta ◽  
Radhika Raavi
Keyword(s):  
Corporate Governance ◽  
Company Law ◽  
Independent Directors ◽  
Independent Director ◽  
The Government ◽  
First Time

The chapter focuses on the key changes the roles and duties of Directors and Independent Directors under the light of New Amendment Act, 2013 of the Companies Act, 1956. This chapter analyzes the role of Directors / Independent Director by comparing the two major Companies Act 1956 and Companies Act 2013. Company Act 2013, is an initiation for better corporate governance, increasing levels of transparency and enhance the corporate and auditor's accountability. New Amendment Act of 2013 is a good legislative attempt by the Government. The following points are focused for the first time in this New Act, 2013. Duties of Directors are defined and Role of Independent Directors is defined. The Board has to take the precautions to implement proper systems and to ensure that all the compliance with the provisions of all the applicable laws which were adequate and operating effectively. As per the provisions of the New Act, 2013 the maximum number of Directors can be appointed are 15 with a special resolution, can be increased more than 15. Made provision for women Director.

Tools for improving the efficiency of corporate governance at enterprises of rocket and space engineering

2021 ◽  
pp. 14-20
Author(s):  
М.С. Абрашкин ◽  
Н.С. Хорошавина ◽  
М.С. Гусаков
Keyword(s):  
Corporate Governance ◽  
Goal Setting ◽  
Boards Of Directors ◽  
Equity Capital ◽  
Independent Directors ◽  
State Participation ◽  
Legal Forms

Сложившиеся условия развития предприятий ракетно-космического машиностроения требуют переосмысления эффективности их корпоративного управления, подходов к формированию советов директоров и обоснованию привлечения независимых директоров в их составах. Специфика отрасли требует трансформации функции целеполагания, усиления роли экономических результатов над общественными, которые при условии превалирования участия государства в акционерных капиталах выступают доминирующими. По результатам исследования 62 предприятий отрасли удалось установить изменение их организационно-правовых форм в сторону нарастания акционерных обществ, а анализ выборочной совокупности из них позволил установить закономерности в корпоративном управлении и концептуализировать предложения по его совершенствованию. The current conditions for the development of rocket and space engineering enterprises require a rethinking of the effectiveness of their corporate governance, approaches to the formation of Boards of Directors and the rationale for attracting independent directors in their composition. The specifics of the industry require the transformation of the goal-setting function, the strengthening of the role of economic results over public ones, which, given the prevalence of state participation in equity capital, are dominant. According to the results of the study of 62 enterprises in the industry, it was possible to establish a change in their organizational and legal forms towards the growth of joint-stock companies, and the analysis of a sample of them made it possible to establish patterns in corporate governance and conceptualize proposals for its improvement.

The Role of Internal Audit in Governance of Zakat Institution in Malaysia

2021 ◽  
Vol 12 (3) ◽  
pp. 2568-2571
Author(s):  
Suhaimi Ishak Et.al
Keyword(s):  
Risk Management ◽  
Corporate Governance ◽  
Best Practice ◽  
Good Governance ◽  
Internal Audit ◽  
The State ◽  
Federal Constitution ◽  
State Administration ◽  
A Company

This study outlines the role of internal audit in the governance of zakat institutions in Malaysia. Aspects of internal audit are detailed in this study as well as risk management. Internal audit is closely linked to risk management where both of these aspects are an important element of an organisation's governance. In addition, legislative matters such as the Federal Constitution and the State Administration of Islamic Religious Enactments were also discussed in this research. Researchers are also talking about the Malaysian Code on Corporate Governance (MCCG), which can be used as a guide and best practice for Islamic religious states and zakat institutions in Malaysia. Although the Islamic religious councils of the states and the zakat institutions are not a company but with the trust as administrators and managers of large zakat funds, the need for good governance is essential.

scholarly journals Editorial: Interdisciplinary approach to corporate governance

2021 ◽  
Vol 18 (3, special issue) ◽  
pp. 220-222
Author(s):  
Andrea Rey
Keyword(s):  
Corporate Governance ◽  
Ownership Structure ◽  
Interdisciplinary Approach ◽  
Research Trend ◽  
Future Research ◽  
Corporate Ownership ◽  
And Gender ◽  
And Control ◽  
A Company

To date, future research trends will certainly concern sustainability and entrepreneurship due to the post-COVID-19 crisis. Studies will focus on the determinants related to corporate governance, such as corporate ownership, or the role of institutional investors, or a company that aims to get public by an IPO as a possible answer to the crisis. A future research trend will surely concern environmental and economic sustainability. Another line of research will concern the protection of biodiversity and gender equality. With the regard to the content of this issue of the Corporate Ownership and Control journal, ownership structure is the most popular issue considered by the authors of the papers.

scholarly journals How Does Corporate Governance Affect Bank Performance? The Mediating Role of Risk Governance

2018 ◽  
Vol 13 (10) ◽  
pp. 212
Author(s):  
Paola Leone ◽  
Carmen Gallucci ◽  
Rosalia Santulli
Keyword(s):  
Corporate Governance ◽  
Boards Of Directors ◽  
Governance Structure ◽  
Independent Directors ◽  
Risk Governance ◽  
Bank Performance ◽  
Board Size ◽  
Mediating Role ◽  
Risk Committee

This paper aims to investigate how bank governance (board size, board composition, ownership structure) affects performance (ROA), by considering the mediating role of risk governance (presence of a risk committee, the number of meetings of the risk committee in one year, the risk committee size, the percentage of independent directors in the risk committee, and the presence of a chief risk officer). A sample of 31 Italian listed banks is examined over a ten-year period (2008-2017), in order to delineate the changes in corporate governance structure and to catch the effects of the current national and European regulations followed to the financial crisis. Hypotheses are tested by applying a mediation analysis according to the causal steps procedure. The main findings suggest that risk governance fully mediates the corporate governance-bank performance relationship. Specifically, we find that the board size is positively related to the presence of a risk committee and to the number of meetings. The percentage of independent directors on board is positively related to the percentage of independent directors in the risky committee and, in turn, has a positive effect on performance. Finally, the presence of institutional owners is positively related to the presence of a chief risk officer and, thus, to bank performance. Summing up, banks with wider and more heterogeneous boards of directors have better risk management-related corporate governance mechanisms and reach higher performance levels.

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