The Role of Board Leadership Structure in Firm Governance

Boards of directors are governing bodies that reside at the apex of the modern corporation. Boards monitor the behavior of firm management, provide managers access to knowledge, expertise, and external networks, and serve as advisors and sounding boards for the CEO. Board attributes such as board size and independence, director demographics, and firm ownership have all been studied as antecedents of effective board functioning and, ultimately, firm performance. Steady progress has been made toward understanding how boards influence firm outcomes, but several key questions about board leadership structure remain unresolved. Research on board leadership structure encompasses the study of board chairs, lead independent directors, and board committees. Board chair research indicates that when held by competent individuals, this key leadership position has the potential to contribute to efficient board functioning and firm performance. Researchers have found conflicting evidence regarding CEO duality, the practice of the CEO also serving as the board chair. The effect of this phenomenon—once ubiquitous among U.S. boards—ranges widely based on circumstances such as board independence, CEO power, and/or environmental conditions. Progressively, however, potential negative consequences of CEO duality proposed by agency theory appear to be counterbalanced by other governance mechanisms and regulatory changes. A popular mechanism for a compromise between the benefits of CEO duality and independent monitoring is to establish the role of a lead independent director. Although research on this role is in its early stage, results suggest that when implemented properly, the lead independent director can aid board monitoring without adding confusion to a unified chain of command. Board oversight committees, another key board leadership mechanism, improve directors’ access to information, enhance decision-making quality by allowing directors to focus on specialized topics outside of board meetings, and increase the speed of response to critical matters. Future research on the governance roles of boards, leadership configurations, and board committees is likely to explore theories beyond agency and resource dependence, as well as rely less on collecting archival data and more on finding creative ways to access rarely examined board interactions, such as board and committee meetings and executive sessions.

Pengaruh atribut tata kelola dan karakteristik perusahaan terhadap kebijakan dividen pada perusahaan di BEI

The dividend was a kind of return from portfolio investment. Firms in making dividend payment decisions are influenced by several motives. The main topic of the research was to determine the impact of corporate governance and firm characteristics on the decision of dividend policy. In here, corporate governance was focused on board characteristics consisting of board size, independent director, board meeting frequency, woman director, and audit committee size. While the firm characteristics were measured by size, profitability (ROA), and leverage. The research used companies data collected from Indonesia Stock Exchange. Companies data must available from the period 2015-2019 and resulted in 2.175 sample data. The research used the panel regression method. The result of the research proved that board size and profitability (ROA) significantly positively influenced the dividend policy. Board meeting frequency showed a positive effect on dividend per share, but no effect on dividend per asset. Otherwise, women directors and leverage reflected a significant negative effect with dividend per assets, but an insignificant effect on dividend per share. On the other hand, firm size, independent director, and audit committee size did not have any significant impact on dividend policy decisions.

The effect of firm-specific litigation risk on independent director conservatism

PurposeThe purpose of this study is to examine whether firm-specific litigation risk affects independent director conservatism in the oversight of financial reporting.Design/methodology/approachThis study considers the enactment of Sarbanes–Oxley Act and the main US stock exchanges' corresponding corporate governance regulations in 2002–2003 as an exogenous shock event to increase board independence. OLS regressions with fixed effects are conducted to test the hypothesis.FindingsChanges in discretionary accruals from the pre-event year (2001) to the post-event year (2004) are more negatively associated with an exogenous increase in board independence for firms with high litigation risk than for firms with low litigation risk.Originality/valueThe results suggest that independent directors are more conservative in overseeing financial reporting when they face higher litigation risk, consistent with the notion that they are still concerned about liability risk although they seldom have to pay damages or legal fees out of their own pockets.

Does Independent Director Experience Improve Individual Auditors’ Audit Quality?

This study examines whether individual auditors with experience as independent directors provide better audit performance than those without independent directorship experience. Using the Chinese setting where audit partners’ names are publicly disclosed, we find that audit partners with independent director experience provide higher audit quality for clients that operate in the same industries as the companies where they concurrently hold or have previously held directorships. However, directorship experience at companies in different industries has an insignificant effect on audit quality. These findings suggest that independent director service enables audit partners to gain industry-specific knowledge. This leads to knowledge spillovers on the audits of clients in the same industries. This study contributes to the literature by identifying an alternative channel through which auditors gain industry-specific knowledge which enhances their performance.

AUDIT QUALITY, AUDIT COMMITTEE, INSTITUTIONAL OWNERSHIP AND INDEPENDENT DIRECTOR ON EARNING MANAGEMENT

This study aims to analyze audit quality, audit committees, institutional ownership and independent director on earnings management at manufacturing companies listed on the Indonesia Stock Exchange in 2012-2016. The sampling method use purposive sampling for 5 years so its obtained 160 observation data samples. The results in this study indicate that earnings management that occur is the type of income decreasing. Simultaneously audit quality, audit committee, institutional ownership and independent directors significantly influence on income decreasing. Partially, audit quality and independent director variables have a negative effect on income decreasing. While audit committee independence has a positive effect on income decreasing. Furthermore, audit quality, audit committees, and institutional ownership have no effect on earning management type income decreasing.