Positive Chair-CEO work relationships: Micro-relational foundations of organizational capabilities

With the increasing separation of the of the roles of the CEO and Chairperson, the interplay between them has been attracting considerable interest in both communities of scholarlship and practice. We examine the ways in which the work relationships between these two supreme executive functions may help in developing organizational processes and outcomes. In so doing, we shift the discussion from a corporate governance lens to examining how micro-level mechanisms, which are rooted in individual actions and interactions involving behavioral, cognitive and emotional mechanisms, may help cultivate higher-level processes and outcomes. Using a qualitative methodology in which pairs of Chairpersons and CEOs were interviewed, we developed a conceptual model which specifies how the nature of Chairperson-CEO work relationships may be conducive to cultivating organizational capabilities of knowledge creation and cultivate collective resilience, through the shaping of a supportive organizational communication climate. In so doing, we extended a micro-foundation framework by advancing a micro-relational lens to the corporate governance research and theory and more broadly to the literature on strategic leadership.     

合作电子商务价值创造的实证研究：情景双元理论

 开展企业间合作电子商务已经成为企业获取电子商务价值的关键路径。有研究认为具备情景双元性的企业能够获取合作电子商务活动的长期成功,然而关于情景双元性的前因,已有研究主要关注组织内的相关因素,缺乏对组织间合作商务管理因素的考虑。在合作电子商务的背景下,焦点企业需要构建一种企业间商务管理机制(即企业间情景),同时追求企业间整合性和适应性,进而获取合作电子商务价值。        基于组织情景双元理论,从合作商务管理的视角,实证研究企业间IT治理(包括正式治理和关系治理)对电子商务双元能力(包括电子商务整合能力和电子商务适应能力)的使能作用以及电子商务双元能力的价值驱动机制。采用问卷调查法,收集205家企业中高层管理者的数据,基于PLS的结构方程和Smart PLS工具对研究模型进行假设验证。        研究结果表明,与关系治理相比,作为硬性情景因素的正式治理更利于电子商务整合能力的形成;与正式治理相比,作为软性情景因素的关系治理更利于电子商务适应能力的形成;电子商务双元能力能够同时兼顾并影响短期和长期企业绩效。验证了合作环境动荡性在企业间IT治理与电子商务双元能力之间的正向调节作用,还发现合作环境动荡性在电子商务双元能力对价值驱动过程中的差异化调节作用,即合作环境动荡性正向调节电子商务适应能力与企业绩效的关系,但在电子商务整合能力与企业绩效之间的调节作用不显著。研究结果扩展了情景双元理论在信息系统领域的应用,丰富了企业间合作电子商务领域的研究视角,对业界和学术界均有重要的指导意义。     

Interorganizational Governance Value Creation: Coordinating for Information Visibility and Flexibility in Supply Chains*

More thoroughly understanding how interorganizational governance value can be created by information technology and other governance mechanisms is critical for supply chain management. Based primarily on transaction‐cost economics and supplemented by the resource‐based view, this study investigates how interorganizational governance (i.e., relational governance and virtual integration) can create value (i.e., information visibility and supply chain flexibility) in the supply chain context. The findings show that both relational governance and virtual integration benefit information visibility. Those results also support both direct and indirect (via information visibility) effects of relational governance on supply chain flexibility. Although failing to affect supply chain flexibility directly, virtual integration can still improve supply chain flexibility with its ability to enhance information visibility. Thus, interorganizational governance mechanisms emphasizing both control and collaboration can influence the gain from collaboration‐specific capabilities, leading to the competitive advantage of a supply chain. The results of the study suggest that firms can gain greater supply chain flexibility within existing interfirm relationships by enhancing information visibility through virtual integration and relational governance.     

CSR as Value Attunement within Governance Processes: Stakeholder Dialogue,Corporate Principles and Regulation

I argue that a governance perspective on corporate social responsibility (CSR) makes it possible to explain why the concept will always be under‐defined, is normative and thus political by nature, and is and should be difficult to measure. The perspective also makes it possible to understand the interaction between corporate values and stakeholders values. In processes of dialogue within governance systems and governance structures, changing insights into the principles of CSR can lead to regulation or its adjustment. Power is important in these dialogues. Principles are at least partly shaped within governance systems and governance structures, and they influence the outcomes of corporate policies. Changes within the regulatory framework could also lead to changes in the principles of CSR. Value attunement processes could lead to regulation, which again influences the governance structures and thus the power of stakeholders within the dialogue. The theoretical model provided helps to analyze why CSR is different in companies, cultures and academic traditions.     

政府行为、股权安排与公司治理的有效性——基于盈余质量视角的研究

本文以我国2000至2005年期间A股上市公司为研究对象,探讨在政府控制的特殊经济环境下,股权安排对会计盈余质量的影响,试图从会计契约角度对公司治理有效性做出新的诠析。本研究发现,控股股东对盈余质量的影响是非线性的,而第二大股东则对控股股东的壕沟防御效应起到有效的遏制作用。研究还发现,在政府行政干预力度加大和内部人利益侵害行为加剧的双重推动下,国有上市公司财务报告质量将进一步被降低。     

Financial Reporting,Private Disclosure and the Corporate Governance Role of Financial Institutions

This paper explores how large UK financial institutions (FIs) pursued a private corporate governance agenda with their portfolio companies. It also investigates the role of financial reporting in private and public corporate governance. The case financial institutions argued that the limited quality of public information, especially in financial reports, was a major constraint on their ability to act in fund management and corporate governance roles. However, the financial reporting cycle determined a private institutional and company meeting cycle and this created opportunities for private information collection and for governance influence by FIs. In addition, the perceived limitations of public governance mechanisms such as voting encouraged private governance approaches. As a result, the case financial institutions had the incentive and the means to improve the quality of their sources of corporate information and to obtain a competitive edge over other financial institutions and the market through their direct contact with companies. Despite the limitations of public information, the paper reveals how public disclosure in financial statements and the financial reporting cycle played a central role in corporate governance. Public sources of information were combined with private sources to create a financial institutional knowledge advantage. The institutions used this knowledge to diagnose problem areas in strategy, management quality, and the effectiveness of the board, and their impact on financial performance. The financial reporting cycle meant that the quasi insider financial institution had the access opportunity and the joint public/private insight to influence companies across a wide corporate governance agenda and in a range of corporate circumstances. The case institutions exploited these private access and knowledge advantages for investment purposes and for Cadbury style corporate governance purposes. Thus, the private governance process was critically dependent on the FI knowledge advantage, which in turn relied on both financial reports and private disclosure. This wide ranging governance behaviour by institutions corresponds to recommendations subsequently made by the Hampel report in 1998 concerning UK corporate governance. The paper ends by exploring how the private institutional and company meeting agenda can suggest new directions for financial reporting and public disclosure and how this can further improve public and private corporate governance.     

The governance of non-profit micro finance institutions: lessons from history

Microfinance is high on the public agenda, and better corporate governance has been identified as a key factor for enhancing the viability of the industry. However, recent literature on the subject struggles to identify the corporate governance mechanisms that influence the performance of the Micro Finance Institutions (MFIs). Guided by stakeholder and agency theories, this paper uses a historical parallel found in savings banks to present corporate governance lessons for MFIs, particularly non-profit MFIs, today. The findings indicate that monitoring by bank associations, depositors, donors, and local communities was important in securing the survival of savings banks. In addition, a willingness to expand their mission to serve wealthier customers alongside the poor helped the banks become financially viable. These findings could prompt a rethinking of microfinance governance, which stresses regulation, for-profit ownership, and traditional vertical board control. The paper argues that a broader and more stakeholder-based understanding of corporate governance is necessary. Moreover, the paper demonstrates that historical studies can provide governance lessons for today.     

Corporate governance and management practices: stakeholder involvement, quality and sustainability tools adoption

Local public services are the field in which New Public Management (NPM) and Public Governance issues are most in evidence. The local public services are characterized by the rethinking of the role played by local government in the provision of services. An evolution has taken place. From a traditional configuration in which local public services were managed by local governments they moved to a configuration where a separation has taken place between the local government role (which continues to be the guarantor of the satisfaction of public needs) and the role of local public utilities (LPUs) (responsible for delivering the services). This transformation implies both the delegation of resources and authority to lower organisational levels within the public sector and the reconfiguration of accountability chains between the state institutions and the society. In recent years, an intense debate has developed regarding the introduction of new tools and control systems. Particular attention has been paid to planning and control systems, human resources management systems, and performance management systems, leaving a few pioneers to develop their analysis on corporate governance mechanisms with regard their relationships with both the external (stakeholders) actors and the internal (management) ones. On one hand, the OECD wrote guidelines in order to ensure good corporate governance practices, focusing on relations with stakeholders. On the other hand, the dialogue between corporate governance and stakeholders has been already tackled by a number of International organizations guidelines or principles, following a debate on corporate governance that has progressively combined a stakeholder perspective with a more classic shareholder-maximizing model of governance. This article contributes to the debate on the stakeholder involvement process. By means of both a theoretical discussion and an empirical research conducted on 37 Italian LPUs, this paper attempts to analyse specific management tools which can be used to improve the quality of corporate governance in LPUs, by extending the stakeholder involvement. Some NPM’s tools, such as quality standards and sustainability tools imply an effort to offer new forms of organizational behaviour in the decision-making processes (i.e. the choice of the performance indicators and the reporting tools) and to create a dialogue between the enterprise and its stakeholders. In particular, in our study we focus on the adoption of quality standards (ISO 9000 and Customer Satisfaction) and sustainability tools (sustainability reports and ISO 14000 standard) as NPM’s tools to facilitate the stakeholder involvement practices.     

A cyclical view of the relationship between corporate governance and strategic management

The vast majority of research on the relationship between corporate governance and strategic management focuses on the impact of corporate governance on strategic management. In this article we propose a cyclical model, highlighting that strategic decisions can also affect corporate governance through shaping firm ownership structure. We discuss the impacts of strategic decisions on firm ownership structure and corporate governance in the contexts of publicly traded firms, private firms, and the privatization of state-owned enterprises. We hope that our cyclical model can promote researchers to develop a more complete view about the relationships between strategic management, ownership structure, and corporate governance.     

IT外包中企业绩效的影响因素实证研究

在已有文献的基础上,识别了关系治理的三个维度：良好冲突处理、相互依赖和关系规范,并从关系治理角度出发,构建了IT外包企业绩效影响因素的概念模型。通过对北京、上海和西安三地20多家外包企业进行问卷调查,利用结构方程模型进行实证分析。实证结果表明：信任、承诺和知识共享对企业绩效有显著的正向影响,其中信任和承诺对企业绩效的影响既有直接的影响又有间接的影响,知识共享对企业绩效有直接的影响;信任、承诺和知识共享具有很强的中介作用,良好冲突处理和相互依赖以信任、承诺和知识共享为中间变量间接影响企业绩效,关系规范以承诺和知识共享为中间变量间接影响企业绩效。     

Corporate governance effectiveness along the entrepreneurial process of a family firm: the role of private equity

This paper was motivated by the increasing interest in the corporate governance debate on how effective structure and processes may influence entrepreneurial transitions. Along the entrepreneurial process, little research to date has investigated the exit in the context of entrepreneurial family firms. Previous literature has considered the exit mainly as a failure for entrepreneurial families, but when uncertainties arise this choice may enable ownership transitions, thus facilitating survival and long term strategies. Among the exit options, a private equity buyout may balance the family’s wealth protection and the firm’s future growth. However, which family specific characteristics and strategic needs may affect the exit option still remains a neglected topic. Drawing on corporate governance literature and recent research addressing entrepreneurship in family firms, this paper investigates, by a single case study, the bridging role of private equity buyout for going through entrepreneurial transitions. Findings suggest that a private equity buyout is a governance mechanism that may sustain an entrepreneurial transition by realigning family interests and goals. It may also allow the family commitment for improving organizational capabilities required by an entrepreneurial transition.     

网络时代的适时财务监控与公司治理

网络技术应用的普及使传统财务监控的变革已成为公司治理和财务管理的热点话题,本文简要揭示新概念——适时财务监控与公司治理的关系,剖析了公司不同管理层次的适时财务监控的实时需求,从公司治理的基本需要对公司价值流再造、公司信息系统变革和适时财务监控机制重构等三个方面进行了初步研究,为网络适时财务监控在公司治理实务中的应用提供了一个基本框架。     

Can information technology enable profitable diversification? An empirical examination

Investments in information technology (IT) are now a major part of corporate investment, and the management of IT is essential to performance. In general, IT is expected to have performance effects when it is judiciously used to complement existing corporate capabilities. In this research, we examine how IT can complement diversification strategy. Using hypotheses and measures suggested by information processing theory and the theory of corporate strategy, testable hypotheses are derived to examine how IT can complement diversification. Results suggest that spending on computer technology significantly complements a strategy of unrelated diversification. Implications for theory and practice are discussed.     

Internal audit function quality and financial reporting: results of a survey on German listed companies

Most prior studies on internal audit function (IAF) quality and financial reporting have focused on the US setting and have found a positive association between IAF quality proxies and both financial reporting quality and audit efficiency. In this study, we apply the German setting that is characterized by a two-tier board system of corporate governance and different prerequisites for the serving-two-masters problem. This might weaken the IAF’s ability to monitor financial reporting-related processes. To analyze this, we use survey data to measure IAF quality in the German setting and run multiple regressions to examine the association of several IAF quality characteristics and a self-developed IAF quality score with financial reporting quality and audit efficiency. The results show that also in a two-tier system, a high-quality IAF is able to contribute to both financial reporting quality and audit efficiency. Our findings support the notion that the IAF serves as an essential element of effective corporate governance and plays an important role in financial reporting. Moreover, as a practical implication of interest to regulators and managers, we identify that the external certification of the IAF and internal audit-related certifications of IAF employees may contribute to higher financial reporting quality and lower audit fees.     

基于ERM框架的商业银行内部审计机制研究

内部审计作为公司治理、风险管理和控制结构的一部分,是对其它控制进行的再控制.由原来的"独立评价职能"转变为"风险管理和公司治理",内部审计在银行业中的作用越来越重要.在风险与效益并存的时代,现代银行业倡导全面风险管理理念.本文选取了全面风险管理的研究视角,对全面风险管理体系下的商业银行内部审计角色定位及作用机制进行研究.     

Governance,boards and value co-creation: Changing perspectives towards a service dominant logic

In this multidisciplinary and conceptual paper, we use insights from new and challenging developments in the management and marketing literature to inform corporate governance research. We shed light on the role of governance and specifically boards of directors in value creation in small and medium enterprises. While corporate governance research mostly tends to emphasise the role of governance mechanisms such as boards in the protection and distribution of value, our research problematises such a narrow view and (re)conceptualises their role in value co-creation. By exploring the role of boards as resource integrators within a wider service ecosystem, we propose novel ways in which boards can become integral to firms’ value creation processes. In doing so, we develop a new logic for framing the boards’ tasks and suggest new directions for corporate governance research and practice. We apply an empirical conceptualisation strategy in order to make our findings more accessible.     

信息技术治理影响分销渠道敏捷的机理研究

如何获取供应链敏捷是信息系统和运作管理领域共同关注的热点和前沿问题。然而，当前研究主要关注供应链流程柔性或信息技术柔性对于供应链敏捷形成的作用，忽视了供应链环境中如何通过IT治理来实现供应链的分销渠道敏捷。基于IT治理和IT-商务战略匹配理论，本文构建了一个有调节的中介模型来实证研究IT治理、企业间电子商务战略匹配（知识匹配和运作匹配）和环境动荡性影响渠道敏捷的机理。通过对209家被调查企业的数据分析发现：IT治理通过知识匹配和运作匹配对渠道敏捷产生积极正向影响；环境动荡水平越高，运作匹配所发挥的中介作用越强；环境动荡性在IT治理和知识匹配之间存在负向调节作用，而在知识匹配和渠道敏捷之间存在正向调节作用。本文通过融合IT治理和IT-商务战略匹配理论，揭示了焦点企业和渠道伙伴的IT治理对渠道敏捷的作用机理，为供应链敏捷理论贡献新知。     

Board governance of Strategic Change: An assessment of the literature and avenues for future research

Boards of directors play a central role in governing corporate strategic change. We systematically review corporate governance research on strategic change published over the past 40 years, differentiating between strategic change types and board characteristics. We identify three developments: a focus on specific strategic change types, board composition and structure, and North American listed firms as a dominant study context. Yet, our analysis of the literature shows that research on board governance of interrelated strategic changes, on different board roles and behaviour, and on the governance of strategic changes across different contexts remains underdeveloped. To address these research gaps, we suggest three future research avenues: (1) examining how boards govern interrelated changes in a strategic change portfolio and its evolution over time; (2) studying the mediating relationship between board governance (particularly different board roles and behaviour), strategic changes, and corresponding outcomes; and (3) gaining a better understanding of the role of context in board governance of interrelated strategic changes. We contribute to corporate governance research by developing a framework that synthesizes extant research on the relationships between different board governance variables and strategic change types, highlights important research gaps, and outlines several future research directions to address these gaps. Our framework and literature overview serve as analytical tools to examine whether boards are well-designed and prepared to govern multiple and interrelated strategic changes.