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 Globalisation of Corporate Governance: External and Internal Mechanisms of Control

2003 ◽  
Vol 14 (2) ◽  
pp. 125-137 ◽  
Author(s):  
Ronald Dore
Keyword(s):  
Corporate Governance ◽  
Internal Control ◽  
Good Governance ◽  
Internal Controls ◽  
One Dimension ◽  
Control Mechanisms ◽  
National Cultures ◽  
Governance Systems ◽  
Employment Systems ◽  
The One

Much of the literature on corporate governance assumes that there is one universally valid prescription for good governance—or at most assumes a single choice between pro-shareholder and pro-stakeholder prescriptions. It is, however, not only “who gets what” outcomes which have to be taken into account in choosing governance systems, but also different preconditions for effectiveness, affected by national cultures and employment systems. One dimension of variation is, the relative need for, and efficacy of, externally imposed disciplines on management on the one hand, and the internal controls of conscience and peer pressures on the other. Internal control mechanisms seem to work in community-like firms such as those of Japan. Will China turn out to have similar possibilities?

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.

Comparison and Evaluation of Organizational Transactions for Continuous Auditing and Business Compliance

2018 ◽  
Vol 9 (2) ◽  
pp. 1-23
Author(s):  
Rui Pedro Marques ◽  
Henrique Santos ◽  
Carlos Santos
Keyword(s):  
Real Time ◽  
Internal Control ◽  
Control Mechanisms ◽  
Continuous Auditing ◽  
Technical Details ◽  
Ontological Model ◽  
High Level ◽  
Execution Pattern

This article presents a comparator module which aims to compare, in real time, executions of organizational transactions with patterns of behaviors of these transaction executions, allowing the determination of which execution pattern is being followed by running each transaction. This is according to information received by the internal control mechanisms, which continuously monitors the transaction executions. A possible application using this module was deployed and results were obtained from a case study. The results prove effectiveness of the module, mainly because it is able to assess business compliance and the qualitative risk associated to each transaction execution while it is running, enabling an efficient continuous auditing application. The innovation of this article is ensured by the use of an ontological model to represent organizational transactions, which can be applicable to any type of transaction in any business area in order to audit transactions at a very low level, contrary to what happens in traditional auditing, which occurs at a high level (e.g. compare whether a completed transaction has followed a set of procedures). Besides the conceptualization, this work presents some technical details of development and discussion of results from the case study.

scholarly journals PROBLBEM SOVING AND DECISION MAKING TRAINING FOR VILLAGE OFFICIALS TO IMPROVE THE QUALITY OF VILLAGE FINANCIAL MANAGEMENT IN CIAWI DISTRICT, BOGOR REGENCY

ICCD ◽  
2019 ◽  
Vol 2 (1) ◽  
pp. 588-590
Author(s):  
T Herry Rachmatsyah ◽  
Harry Nenobais
Keyword(s):  
Decision Making ◽  
Financial Management ◽  
Good Governance ◽  
Skills Training ◽  
Simulation Methods ◽  
Group Discussions ◽  
Governance Practices ◽  
The Village ◽  
Management Cycle

Village finance must be managed in a transparent, accountable, and participatory manner, and carried out in an orderly and disciplined budget. For this purpose, village officials must have sufficient skills to be able to manage village finances based on good governance practices. In general, villages will experience various problems in each stage of the village financial management cycle and decisions must be made on these issues. To improve problem solving and decision-making skills, training was carried out using lecture, discussion, and simulation methods with training participants consisting of village heads, village secretaries, and heads of financial affairs or village treasurers. During the training, participants showed high attention to the material provided by the facilitators and actively participated in group discussions and simulations. The trainees also considered that the material presented was relevant to their needs and it was hoped that the knowledge gained could be applied to improve the quality of financial management in their respective villages

scholarly journals The Tink’s saga? Is it the Time for the Corporate Governance?

2020 ◽  
Author(s):  
Eleandra Maria Prigol Meneghini ◽  
Ana Paula Pereira dos Passos ◽  
Jeferson Lana
Keyword(s):  
Decision Making ◽  
Corporate Governance ◽  
Conflicts Of Interest ◽  
Corporate Management ◽  
Information Asymmetries ◽  
Teaching Case ◽  
Good Corporate Governance ◽  
Governance Practices ◽  
And Control ◽  
Gains And Losses

Objective: To promote a discussion on the benefits and challenges of the process of implementing mechanisms and good corporate governance practices in a multifamily company. Method: the case was based on real problems of a privately held multifamily organization and fictitious narratives were developed for its construction. Originality/relevance: Multifamily companies potentialize the existence of conflicts between the main ones due to the plurality of partners regarding corporate management and control. In this teaching case, some of these dilemmas were presented and how corporate governance could avoid, mitigate or remedy them in order to find adequate alignment between family members. Results: Conflicts of interest and information asymmetries indicated the need for new solutions for business continuity. Among these solutions, there was the possibility of implementing mechanisms and good corporate governance practices. Theoretical/methodological contributions: It is expected that the student develops an understanding of the need to consider inherent gains and losses in decision making and the particularities of the organization, such as shareholder composition, maturity of the organization and protection of capital and property.

scholarly journals Corporate governance in the context of the recovery of distressed firms: A case study in Brazilian air transportation sector

2011 ◽  
Vol 9 (1) ◽  
pp. 621-627
Author(s):  
Vinicio de Souza Almeida ◽  
Patrícia Ribeiro Romano
Keyword(s):  
Corporate Governance ◽  
Financial Distress ◽  
Governance Structure ◽  
Governance System ◽  
Transportation Sector ◽  
Governance Practices ◽  
Distressed Firms ◽  
Theoretical Evidence ◽  
The Cost ◽  
And Control

Corporate governance is a set of practices and processes of board and executives’ coordination and control that aims at protecting the interests of shareholders and others affected by the value of the company. The discussions and disputes involving shareholders in Brazil and a new corporate law aimed at improving governance practices in the country, reducing the cost of capital of the company and contributing to national economic growth. In this study, we compared the theoretical evidence on the governance structure of airlines with the reality of a large company in the sector in Brazil. The results indicate that a wrong architecture of ownership and control combined with the non-corporate governance system may result in financial distress for an organization.

Corporate governance, globalization and firm performance in emerging economies

2018 ◽  
Vol 67 (8) ◽  
pp. 1310-1333 ◽  
Author(s):  
Neha Saini ◽  
Monica Singhania
Keyword(s):  
Corporate Governance ◽  
Firm Performance ◽  
Panel Data ◽  
Foreign Capital ◽  
Good Governance ◽  
Foreign Ownership ◽  
Foreign Firms ◽  
Content Type ◽  
Governance Practices ◽  
The Relationship

PurposeThe purpose of this paper is to examine relationship between corporate governance (CG) and firm performance for a set of 255 foreign-funded firms in the form of foreign direct investment (FDI) and private equity (PE). The authors employ a wide range of CG measures including board size, meetings, board gender and foreign ownership which are used as the proxy of globalisation and control variables like firm age, leverage, firm size and capital expenditure to arrive at a conclusion.Design/methodology/approachPanel data set of 255 (187 companies funded by foreign capital in the form of FDI, and 68 companies having foreign capital in the form PE) companies listed on Bombay Stock Exchange, for the period of eight years (2008–2015) are analysed by using static (fixed and random effects) and dynamic (generalised method of moments (GMM)) panel data specifications to examine the relationship among CG, globalisation and firm performance.FindingsThe empirical results of static model indicate the relationship between CG and performance of foreign firms, which are not very strong in India. This is due to the fact that most of the firms are not following the guidelines and regulations strictly in the initial period of sample years. Diversity in board is found as an important variable in accessing firm performance. And the authors also found that foreign firms are very particular about the implementation of CG norms. The results of GMM model highlight the interaction term of foreign ownership with governance indicators. CG is having a positive and significant impact over performance, inferring that higher foreign ownership (in the form of FDI and PE) in firm leading to positive effect on profitability.Practical implicationsThe investor’s preference of financing a unit is guided by the performance of a firm. Investors are more inclined towards high-performing firms, and hence higher profitability leads to higher inflow of capital. The result indicates that higher accounting and market performance may be achieved by good governance practices, in turn, leading to reduced agency costs. Countries with high governance scores attract more of foreign capital. Similar to the best governed countries, the companies having good governance practices attract more foreign inflows in the form of capital.Originality/valueWhile previous literature considered a single measurement framework in the form of a CG index, the authors tried to incorporate a range of CG indicators to study the effect of globalisation and CG on firm performance. The authors segregated foreign-owned funds into two parts, especially FDI and PE. This paper examined heterogeneity in the form of FDI-funded and PE-funded firms, as no prior literature is available which has evaluated different sets of foreign funds simultaneously on CG.

Young People-Sensitive and Participatory Governance Approaches

2019 ◽  
pp. 80-99
Author(s):  
Jeffrey Kurebwa
Keyword(s):  
Decision Making ◽  
Young People ◽  
Good Governance ◽  
Participatory Governance ◽  
Active Involvement ◽  
Core Set ◽  
Public Resources ◽  
Governance Practices ◽  
Local Levels

This study seeks to make a strong case for young people's visibility in the governance framework, not only in the sectors that are traditionally linked to their wellbeing and development. Young people should be visible with respect to their role in governance and accountability. This will help ensure that commitments made across all these areas are translated into relevant actions on the ground; it will support young people's ability to hold national and local authorities accountable, and strengthen young people's active involvement in promoting good governance practices at the global, national and local levels, laying the foundations for their long-term engagement as active citizens. The state has the responsibility to perform a core set of duties that allow society to function and exist. In doing so, it forges a relationship with its citizens. Participatory governance is one of many strategies of governance, and refers to the processes and deliberations that citizens are engaged in when discussing the distribution of public resources and broader decision making.

Does corporate governance matter for stock returns volatility in the Brazilian context?

2019 ◽  
Vol 19 (6) ◽  
pp. 1236-1252
Author(s):  
Guilherme Cardoso ◽  
Dannie Delanoy Carr ◽  
Pablo Rogers
Keyword(s):  
Corporate Governance ◽  
Stock Market ◽  
Stock Returns ◽  
Term Structure ◽  
Good Governance ◽  
Corporate Boards ◽  
Content Type ◽  
Error Measures ◽  
Good Corporate Governance ◽  
Governance Practices

Purpose This paper aims to examine the Brazilian stock market behavior and volatility term structure of two portfolios that, theoretically, the companies that comprise them have different degrees of idiosyncratic risk: one portfolio consists of firms with good corporate governance and the other comprises firms with poor corporate governance. Design/methodology/approach The sample comprises corporate firms listed in the Brazilian stock market during the period from January 2008 to December 2017. Generalized autoregressive conditional heteroskedasticity models were applied. Findings The results show that the portfolio of firms with good corporate governance practices presents fluctuations that are more often temporary and reactive, with trends’ persistence of shorter durations, when considering the punctual volatility of the parameters estimated. This opposed expectation that the portfolio comprised of companies with good governance practices are better protected from short-term movements. However, over time and with standard error measures in consideration, both portfolios’ volatilities behave in similar ways. These findings may be related to Brazilian market characteristics, such as ownership concentration, ineffective corporate boards and the ever-developing nature of the stock market in Brazil. Any one of these characteristics present challenges to effective enforcement of the corporate governance practices in the Brazilian context. Originality/value The findings are potentially to the interest of researchers and practitioners for several reasons. First, this paper contributes to the growing literature on the relationship between corporate governance and market volatility. Second, it informs that volatility in the Brazilian context is likely only partially, if at all, influenced by corporate governance practices. Third, longitudinally, both indices follow the same pattern and converge to the same place.

scholarly journals Complexity and corporate governance: an analysis of companies listed on the BM&FBOVESPA

2017 ◽  
Vol 28 (74) ◽  
pp. 213-228 ◽  
Author(s):  
Renata Rouquayrol Assunção ◽  
Márcia Martins Mendes De Luca ◽  
Alessandra Carvalho de Vasconcelos
Keyword(s):  
Corporate Governance ◽  
Inverse Relationship ◽  
Good Governance ◽  
Statistical Tests ◽  
Two Dimensions ◽  
Organizational Characteristics ◽  
Organizational Complexity ◽  
Governance Practices ◽  
And Control ◽  
The Relationship

ABSTRACT In light of the need to develop mechanisms of control, protection, and transparency regarding the relationships between principal and agent, and with the aim of eliminating or reducing the agency problem, corporate governance has emerged. Based on Agency Theory, separation of ownership and control of activities derives from the complexity of organizations. In this context, this study aims to analyze the relationship between dimensions of complexity and corporate governance in companies listed on the São Paulo Stock, Commodities, and Futures Exchange (BM&FBOVESPA), in which contingency factors might influence organizational characteristics. The investigation gathers data from a sample of 162 companies listed on the BM&FBOVESPA. The following statistical tests were used in the data analysis: Factor Analysis, Multiple Linear Regression, Correspondence Analysis, and Correlation Analysis. For measuring complexity, contingency variables such as age, size, diversification, and internationalization were adopted; and, to assess corporate governance, a representative index of the adoption of good governance practices was used. The results show that organizational complexity is explained by the size and diversification variables, whereas operational complexity is explained by the size, diversification, and internationalization variables. It was observed that in the two dimensions of complexity - organizational and operational - corporate governance was influenced by the diversification, internationalization, and age variables, with the latter involving an inverse relationship. It is concluded that companies displaying more complexity, in its two dimensions, record a higher level of corporate governance, which confirms the research hypothesis.

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