The Relationship Between Top Management Team–Outside Board Conflict and Outside Board Service Involvement in High‐Tech Start‐Ups

Corporate governance research has extensively studied the relationship between outside board characteristics and outside board involvement. We add to this literature by investigating the extent to which interactions between outside board members and the top management team (TMT) affect the functioning of the outside board. Building on conflict theory, our study shows that conflict between TMT and outside board is an important antecedent for outside board service involvement. Specifically, drawing from a hand‐collected data set of 70 high‐tech start‐ups in Belgium, we find that TMT–outside board task conflict is both directly and indirectly, that is, through TMT–outside board relationship conflict, related to outside board service involvement.     

CEO duality leadership and corporate diversification behavior

This study examines an important, yet understudied relationship between CEO duality and corporate diversification. Results based on the data collected from Fortune 1000 U.S companies indicate that CEO duality is positively associated with corporate diversification into unrelated industries. Further analyses reveal that this relationship is moderated by a number of corporate governance mechanisms. We find that board equity ownership and institutional ownership concentration weaken the initially positive relationship between CEO duality and unrelated diversification while CEO tenure and board independence strengthen this relationship.     

Founder management and the market for corporate control for IPO firms: The moderating effect of the power structure of the firm

This study draws on agency and stewardship theory to evaluate the relationship between alternative governance regimes (founder versus non-founder CEO) adopted at the time of going public on post-IPO economic outcomes in the market for corporate control. We find that the presence of founder CEOs reduces the likelihood of post-IPO change of control but enhances target IPO firm wealth by increasing acquisition premiums. Additionally, we examine whether measures of CEO power over the board moderate the relationship between founder management and target IPO firm wealth. Our results suggest that CEO duality is the most effective instrument of CEO power available to founder CEOs to positively influence target firm wealth. Further, we find that while founder CEOs utilize power derived from CEO duality to increase acquisition premiums, non-founder CEOs use board leadership power to expropriate shareholder wealth.     

The influence of ownership structure and board strategic involvement on international sales: The moderating effect of family involvement

This paper contributes to the family business and the international business literature by analysing whether and to what extent different compositions of the ownership structure and degrees of board strategic involvement impact on the level of international sales of family and non-family businesses. Our main hypotheses are tested on a sample of 342 Norwegian firms via regression analysis. The results from this study show the existence, in both in family and non-family businesses, of a positive and significant relationship between foreign investors’ ownership and the level of international sales. Furthermore, the relationship between CEO ownership impacts negatively on international sales in both family and non-family businesses. While board strategic involvement contributes positively to international sales in non-family businesses it becomes not significant when we only look at family businesses. Implications for theory and practice and future research directions are discussed.     

Media visibility and board gender diversity

Despite the efforts of governments and market regulators, the under-representation of women on corporate boards continues to be a global concern. In this context, this study extends prior literature by investigating the relationship between media visibility and gender diversity on boards of directors. We examine a sample of 101 Spanish nonfinancial listed firms over the period 2003–2016. We find that media visibility positively affects board gender diversity. This finding is robust to alternative measures of media visibility and different econometric specifications. This research contributes to the existing literature on the relationship between media and board composition by suggesting the role of the media as a driver of board gender diversity. Results support the notion that the media are able to discipline managers and dominant owners by inflicting reputational costs.     

Corporate governance and firm performance in Russia: an empirical study

Using the agency and institutional perspectives, this study advances several hypotheses about the board structure–firm performance relationship within Russia. We tested these hypotheses using survey data. Despite a relatively small sample size, predictions from both theoretical perspectives were supported. Specifically, we found a negative relationship between “informal” CEO duality and firm performance. This finding is noteworthy given the 1996 Russian Federal law which prohibits the CEO from also serving as board chair. Also, we found that the more vigorously the firm pursues a retrenchment strategy, the more negative the relationship between proportion of inside directors and firm performance. Overall, these findings suggest that effective corporate governance may be essential to firm performance in Russia.     

CEO tenure and ownership mode choice of Chinese firms: The moderating roles of managerial discretion

Based on upper echelon theory, this study has explored how CEO tenure affects ownership mode choice of Chinese firms investing abroad, and how some organizational factors, such as firm size, firm age and CEO duality, moderate this relationship. Using secondary data, this study finds CEO tenure has a positive relationship with the choice of full control mode, CEO duality can reinforce this relationship, but firm size and firm age have no significant moderating effect.     

Exploring nonlinear effects of family involvement in the board on entrepreneurial orientation

Family business research suggests that family involvement in the board (FIB) may have both positive and negative effects on entrepreneurship. To reconcile these conflicting views, this study builds on stewardship theory, agency theory, and the resource-based view and proposes a nonlinear relationship between FIB and entrepreneurial orientation (EO) to explore how board task performance moderates this relationship. Using a sample of 208 Belgian private family firms, the findings show an inverted U-shaped relationship between FIB and EO, with EO declining beyond moderate levels of FIB. Furthermore, board monitoring task limits the negative effects of high FIB on EO, whereas the board service task does not have any significant effect. This study offers a more nuanced view of the governance conditions that affect EO in the context of private family firms, an overlooked topic in the family business field.     

董事会与公司治理:债务资本视角的实证研究

文章采用2003-2005年沪深股市上市公司的3,003个样本数据,从上市公司财务杠杆和债务期限结构决定的视角,实证研究了董事会对公司治理的影响.实证发现两职合-和独立董事比例与资产负债率显著正相关.董事会次数与资产负偾率呈显著的倒U型曲线关系.董事会特征变量更多的影响资产负债率的决定而对债务期限结构没有显著影响.     

The Effects of CEO Founder Status and Stock Ownership on Entrepreneurial Orientation in Small Firms

This paper studies how governance drives entrepreneurial orientation (EO) in small firms. We argue that founder status and ownership create powerful personal incentives for small firm CEOs to engage in behaviors that influence EO. Integrating stewardship theory and the principal‐principal branch of agency theory, we test our hypotheses on a sample of 339 Swedish firms, and find that CEO founder status is significantly and positively associated with EO, while CEO stock ownership significantly but negatively predicts EO. We additionally test two boundary conditions that show that the founder‐CEO's prior managerial experience in start‐up firms positively moderates the founder‐EO relationship, while contrary to expectations, CEO ownership diversification has no effect on the negative association between ownership and EO. Thus, our study adopts a corporate governance perspective to explain how variations in EO across small firms are driven by the goals and motivations of its leader. Our research also shows that in small, private firms the balance of power is tipped in favor of the CEO rather than the board of directors. Finally, we underline the importance of adopting alternative theoretical lens like stewardship and principal‐principal agency, given that traditional principal‐agent problems are largely mitigated in the small firm context.     

Impact of board gender diversity on dividend payments: Evidence from some emerging economies

This study investigates the impact of board gender diversity on dividend payments in the context of emerging economies. Using a dataset of listed firms from India, China and Russia over the period 2007–2014, we find strong and robust evidence indicating that board gender diversity is negatively related to cash dividend payments in all emerging economies. Moreover, we find that state-ownership positively moderates the relationship between gender diversity and dividend payments. However, this effect is observed only for China and Russia. In additional analyses, we find that the negative link between board gender diversity and dividend payments is more pronounced during the financial crisis. However, the moderating role of state-ownership does not remain significant during the financial crisis.     

Family CEO and board service: Turning the tide for export scope in family SMEs

Adopting the socioemotional wealth perspective, we argue that the presence of a family CEO in family SMEs negatively affects export scope, but that such negative effect is mitigated by board service. We develop and test a model that considers the synergistic combination of family management and another important aspect of family governance in the context of family firm internationalization: the service behavior of the board of directors. The empirical evidence from a sample of 248 Belgian family SMEs shows that governance is crucial to overcoming the problems of family management: family CEOs may negatively influence export scope, but board service is able to turn the tide so that the family CEO effect becomes positive. With such novel findings, we contribute to international business and family business studies     

Unveiling the global focus-performance relationship in family firms: The role of the board of directors

Drawing on the resource-based view, this study examines how board composition and board tasks affect the relationship between the firm’s global focus and performance in private family firms. Based on a sample of 234 Belgian private family firms, our empirical analyses reveal that nonfamily involvement in the board attenuates the negative relationship between the firm’s global focus and performance. Furthermore, our results show that the global focus-performance link turns positive at higher levels of board networking and advisory tasks, whereas board control task has no significant effect. Ultimately, these findings underscore the board of directors as a key governance contingency, highlighting its important role in overcoming the challenges of global expansion in private family firms.     

The institutional context as a source of heterogeneity in family firm internationalization strategies: A comparison between U.S. and emerging market family firms

Existing research has underexplored the role of context as a source of heterogeneity in family firms’ (FFs) internationalization strategies. Drawing upon institutional theory, we develop and test a mid-range theory positing that differences in the quality of the institutional context can moderate the strength of the relationship between individual- and board-level attributes and FF internationalization. Our comparison of U.S. FFs with FFs from Brazil and Mexico reveals that in emerging market FFs, individual-level attributes such as CEO international experience, CEO educational attainment, and CEO international education exhibit a stronger relationship with internationalization. Similarly, we find that board-level attributes such as board size and board independence are also more strongly related to internationalization in emerging market contexts. We contribute to the literature by identifying a source of variation in FF internationalization strategies based on context and by examining the relationship between a wide range of FF attributes and internationalization.     

Corporate Governance and Corporate Social Responsibility Disclosures: Evidence from an Emerging Economy

We examine the relationship between corporate governance and the extent of corporate social responsibility (CSR) disclosures in the annual reports of Bangladeshi companies. A legitimacy theory framework is adopted to understand the extent to which corporate governance characteristics, such as managerial ownership, public ownership, foreign ownership, board independence, CEO duality and presence of audit committee influence organisational response to various stakeholder groups. Our results suggest that although CSR disclosures generally have a negative association with managerial ownership, such relationship becomes significant and positive for export-oriented industries. We also find public ownership, foreign ownership, board independence and presence of audit committee to have positive significant impacts on CSR disclosures. However, we fail to find any significant impact of CEO duality. Thus, our results suggest that pressures exerted by external stakeholder groups and corporate governance mechanisms involving independent outsiders may allay some concerns relating to family influence on CSR disclosure practices. Overall, our study implies that corporate governance attributes play a vital role in ensuring organisational legitimacy through CSR disclosures. The findings of our study should be of interest to regulators and policy makers in countries which share similar corporate ownership and regulatory structures.     

Does Industry Regulation Matter? New Evidence on Audit Committees and Earnings Management

This paper investigates the moderating role of industry regulation on the effectiveness of audit committees in restricting earnings management. Using comprehensive panel data of S&P 1500 firms between 2003 and 2007, we find that the proportion of CEO directors on an audit committee is positively associated with earnings management in unregulated industries, while this association is significantly weaker in regulated industries. Further, the proportion of financial experts on an audit committee is negatively associated with earnings management. Our results also indicate that the average board tenure of audit committee members is negatively related to earnings management in regulated industries, but positively affects earnings management in unregulated industries. Finally, audit committee members’ average directorship increases earnings management in regulated industries, but reduces earnings management in unregulated industries. Overall, our results suggest that the effectiveness of audit committees in reducing earnings management and improving financial reporting quality is influenced by industry regulation.     

TMT Departures and Post‐IPO Outside Director Additions: Implications for Young IPO Firms’ Survival and Performance

We draw on resource‐based logic to argue that relatively stable TMTs and boards are beneficial for young IPO firms because of the need to maintain and develop valuable firm‐specific capabilities and psychological attachment of pre‐IPO TMTs. Using panel data from 272 young IPO firms, we find that pre‐IPO TMT member exits negatively affect young IPO firms’ survival and performance. This negative effect is greater when more post‐IPO outside directors are added. We also find that the above interaction is positively and negatively associated with survival and performance when TMT ownership declines substantially and when firms have a founder CEO, respectively.     

The impact of domestic diversification and top management teams on the international diversification of Chinese firms

Despite increasing research on outward foreign direct investment (OFDI) by firms from emerging economies, our understanding of the relationship between domestic operations and international diversification of these firms is still limited. Using a unique dataset of Chinese listed firms, we examine the impact of domestic diversification on their international diversification. We find that international diversification is positively affected by firms’ domestic industrial and domestic regional diversification. We also find that top management team (TMT)’s previous international experience strengthens the impact of domestic diversification on firms’ international diversification, whereas TMT's prior political connections weakens the impact of domestic diversification on international diversification.     

Growth Intentions and Board Composition in High‐Growth Firms

This paper examines the influence of board composition on growth intentions of high‐growth firms. We hypothesize that gender diversity and a high proportion of independent directors on the board will reduce a firm's growth intentions, whereas founder duality will increase a firm's growth intentions. Using survey data from 773 high‐growth Norwegian firms, we find that gender diversity has a negative effect on growth intentions. A high proportion of independent directors do not facilitate further growth in high‐growth firms. Furthermore, our results indicate that the founder's presence in the decision‐making group increases a firm's growth intentions.     

Ethical Reputation of Financial Institutions: Do Board Characteristics Matter?

This paper examines the association between board characteristics and the ethical reputation of financial institutions. Given the pivotal governance role of the board of directors and the value-relevance of ethical corporate behavior, we postulate a positive relationship between ethical reputation and board features that foster more effective monitoring and oversight. Using a sample of large financial institutions from 13 different countries, we run several alternative panel regressions of ethical reputation on board characteristics and firm-specific controls. Our results demonstrate that the ethical reputation of financial institutions is positively associated with board size, gender diversity, and CEO duality, while being negatively related to the busyness of the board members and a composite index reflecting poor monitoring. Nevertheless, inconsistent with our hypothesis, we also document that financial institutions with less frequent board meetings have better ethical reputation. Overall, our empirical findings suggest that stronger board oversight may promote ethical behavior in the financial industry.