上市公司董事会专业委员会的设立及其在中国的现状分析

董事会作为公司治理的核心,一直是国内外学者研究的热点。由于董事会本身的内生性缺陷,因此在董事会下设立相应的专业委员会作为常设机构来弥补董事会的自身不足成为公司治理的重要构架。在中国股份制改革下．许多上市公司的董事会依然欠缺独立性,而且专业能力不足。文章在介绍董事会专业委员会基本理论及有关国家经验的基础上,分析了董事会专业委员会在我国的发展现状．并提出了完善我国董事会专业委员会制度的建议。强调为强化上市公司董事会功能,设置专业委员会是必要之措施。     

Complementarity,status similarity and social capital as drivers of alliance formation

Using data on U.S. investment banking firms’ syndication in underwriting corporate stock offerings during the 1980s, this study explores the factors that drive alliance formation between two specific firms. We compare resource complementarity, status similarity, and social capital as a basis of alliance formation. The findings indicate that the likelihood of investment banks’ alliance formation is positively related to the complementarity of their capabilities, as well as their status similarity. Social capital arising from banks’ direct and indirect collaborative experiences also plays a very important role in alliance formation. The number of deals given by a lead bank to a potential partner over the past three years has an inverted U‐shaped relationship to the probability that the lead bank will invite the potential partner to form an alliance. Our findings indicate that status similarity and social capital have a stronger effect on alliance formation in initial public offering deals than in secondary offering deals, as the former are more uncertain than the latter. Using these findings, we discuss the role of complementarity, status similarity, and social capital in alliance formation. Copyright © 2000 John Wiley & Sons, Ltd.     

Structural social capital evolution and knowledge transfer: Evidence from an Irish pharmaceutical network

Businesses are becoming increasingly involved in collaboration networks to access external knowledge and sustain innovation. In this context, knowledge and knowledge transfer are considered an important source of innovation and competitive advantage. Social capital theory offers a theoretical approach to explain how individuals, groups, and organizations manage relationships and access knowledge resources. The structural dimension of social capital has stimulated debate regarding optimal network configuration to achieve innovation. The extant literature suggests network structures evolve from a bridging configuration to a bonding configuration without examining the details of how the evolution occurs within the network and its stage-by-stage impact on knowledge transfer. This study explores this relationship by analyzing the evolution of a successful Irish pharmaceutical network involving organizations from industry and academia. This research setting encompasses a rare network configuration in an industry known for its lack of collaboration among competing firms. Findings show that structural holes provide access to a set of complementary and heterogeneous knowledge. However, for such knowledge to be exploited, the network configuration has to evolve from a sparse network (small in size and characterized by weak ties across multiple organizational networks), to a large and cohesive network configuration characterized by high levels of commitment, trust, fine-grained information exchange, and joint problem solving. Mechanisms crucial to this evolution include consistently-scheduled meetings, training to communicate tacit knowledge, wide diffusion of knowledge through an on online portal, and relationship specific investments designed to safeguard intellectual property. Surprisingly, industry members appear to transition to a cohesive network faster than do academic members.