Information security governance: pending legal responsibilities of non-executive boards

The study shows that a structural conflict of interest in non-executive boards exists due to missing corporate governance structures and a lack of awareness for legal issues with regard to information security risks. Non-executive boards receive information on strategic security threats as a part of their oversight function to fulfill investor interest in transparency. At the same time, they act as representatives of company stakeholders and have an interest to counteract to information security risks based on the stakeholder’s risk disposition. If not properly structured by corporate governance rules, these different interests may lead to regulatory aberrations on non-executive board level. The study analyses a Deutsche Telekom AG case where non-executive board members, employees, and journalists fell victim to a spying scandal subject to the German telecommunications secrecy law in 2005–2006. The analysis demonstrates how the handling of information security on non-executive board level bears governance risks as well as legal risks that are insufficiently addressed in corporate governance research. The paper contributes to avoid a reproduction of events in the future, by suggesting the principle of a segregation of duties on non-executive boards as well as providing an overview of relevant legislative requirements that clarify tasks of non-executive board members with regard to information security. The study therefore helps protecting corporations and their stakeholders from similar consequences of missing corporate security governance.     

The role of behaviorally integrated nominating committees in non-executive director selection processes

This study examines how behavioral processes among nominating committees, CEOs, and board chairs affect the comprehensiveness of non-executive director selection planning and evaluation. Building on a theory-building multiple-case study, our findings indicate that comprehensiveness is based on three key factors: (1) task-related mutual and collective interactions in nominating committees, (2) board chair leadership in structuring selection processes with high facilitation skills, and (3) the level and timing of information exchange between CEOs and board chairs. Furthermore, we highlight the interconnectedness and temporal embeddedness of these behavioral processes. Our study contributes to a more holistic understanding of non-executive director selections and provides new insights into the complex and interwoven social dynamics among nominating committees, CEOs, and board chairs.     

Hospital medical directors, quality of care, and financial returns

You are a physician executive working very hard within a hospital on all sorts of medical staff issues and quality of care. You answer to the board. The latter, through its administrators, may still have difficulty documenting the precise value of a full-time physician executive. Your hospital is losing money or not making enough profit for capital expenditures and salary raises. It is considering or will have to consider staff cuts. What can you do that will influence the bottom line, produce a quality image, and quantify your value?     

权威董事专业性、高管激励与创新活跃度研究

通过我国A股上市公司2007年～2015年的数据, 实证检验了权威专业董事通过高管激励影响创新活跃度的逻辑链条.发现权威专业董事通过影响高管激励的结构与水平增强了企业创新的活跃度, 且不同类别的权威专业董事均能够产生积极作用.这种影响不仅促进了企业的实质性创新, 提升了企业的创新效率, 并使之具有可持续性.研究结论在对主要变量采取不同度量方式以及控制了内生性等因素影响的情况下依然成立.本文的研究结论拓展了权威专业董事职能发挥的途径, 增补了上市公司高管激励的经验证据, 同时, 为董事会治理有效性的识别提供了新的视角.对于当前企业高管创新激励机制的匹配性设计, 以及监管部门完善董事会治理规则具有一定的借鉴意义.     

The 7 habits of highly effective medical directors

Like the well-known 7 Habits of Highly Successful People, the seven steps for successful medical management outlined in this article offer an inspirational guide for physician leadership in today's chaotic health care arena. Setting a vision, communicating the vision, and leading employees to realize the vision may sound like the simple characteristics of any leader. True leaders, however, must be prepared to delve deeply into their health care organizations. They must understand the inner workings of their committees and develop positive relationships with the staff. They must provide the technical tools necessary for the staff to work toward the vision, and understand the measured steps that managers must take along the path to achieving success for the entire organization.     

Corporate social responsibility,board of directors,and firm performance: an analysis of their relationships

This paper aims to contribute to the empirical evidence relating corporate social responsibility (CSR), board composition, and firm performance. Using a sample of Spanish listed firms included in the IBEX 35 over the period 2005–2010 the results show that the percentage of independent directors affect firm CSR activities, and that this effect is moderated by the resources available to the firm (measured by return on assets). Also, the CSR has a mediating role on the relation between the independence of the board of directors and firm value. These results hold for other board characteristics (board size and women as directors).     

CEO duality and firm performance: The moderating roles of other executives and blockholding outside directors

This study examines how the effect of CEO duality on firm performance is affected by two internal governance forces – namely other executives in the top management team and blockholding outside directors. Results based on a longitudinal dataset from the U.S. computer industry were consistent with my hypotheses. Specifically, I found that the effect of CEO duality was negative when the CEO had dominant power relative to other executives and when the board had a blockholding outside director, but was nonsignificant otherwise. This study enriches our understanding of the effect of CEO duality, and helps reinforce the call for the nonduality structure as the default choice and put the burden of proof on those who wish to justify otherwise on special grounds.     

The adoption of deferred share unit plans for outside directors: economic and social determinants

This paper investigates the antecedents of adopting deferred compensation plans for corporate directors. Relying on agency and network theories, we compare the economic and social characteristics of firms that have adopted a deferred share unit plan for their directors over the 1997–2005 period (130 firms) to a control sample. Our findings show that firms where outside directors have higher agency costs, firms having a block holder that owns a significant voting power, firms whose outside directors serve on other boards having adopted deferred compensation plans, and firms that hire compensation consultants are more likely to adopt a deferred share unit plan for their directors than other firms. These findings highlight the importance of integrating economic and social perspectives when investigating the diffusion of compensation practices.     

Leaders' impression management during organizational decline: The roles of publicity,image concerns,and incentive compensation

In this study, we develop and examine a model of leaders' impression management during organizational decline by elaborating on the roles of publicity, image concerns, and incentive compensation. We propose that the publicity of decline is an important antecedent of leaders' impression management during decline. We also examine how leaders' image concerns mediate this positive relationship. In addition, we consider the relative influence of incentive compensation and fixed compensation on the relationship between leaders' image concerns and their impression management during decline. Our results, based on a specially-designed management simulation game conducted with experienced Chinese managers, show that high publicity of decline elevates leaders' image concerns, which in turn increases their impression management during decline. In addition, incentive compensation strengthens rather than weakens the effects of leaders' image concerns on their impression management. We discuss the implications of leaders' impression management during organizational decline.     

关系、保险购买与保险赔付

基于中国家庭金融调查2011年数据,研究了“关系”对家庭商业保险购买及保险赔付的影响.利用构建的家庭关系指标,研究发现:1)关系每增加1％,家庭购买商业保险的概率大约增加0.3％,家庭获得保险赔付的概率增加0.06％;2)不同维度的关系子指标对家庭购买商业保险的影响不同;3)关系可以显著提高家庭购买寿险、财产险的概率,但是对养老险、健康险没有显著影响;4)关系可以通过社会互动影响家庭购买保险和获得保险赔付的概率.     

Board of directors structure and firm financial performance: A qualitative comparative analysis

Previous research about the effects of board structure and process on the firm financial performance is based on conflicting theoretical perspectives, and empirical results, mostly based on regression analysis, are inconclusive. Building from Complexity Theory and configurational analysis, this study offers clarity to inconclusive previous empirical results about the link among several board features and firm financial performance. From a sample of 295 non-financial firms from Southern Europe for the period 2001–2010, and by using fuzzy set qualitative comparative analysis, findings of this study show that firm financial performance depends on a complex configuration of several board features (board size, board independence, leadership structure and board activity) and several corporate characteristics (firm size, firm leverage and firm age). This paper has implications for academics. Despite different theoretical arguments and inconclusive results of the wide empirical literature addressing the effect of board characteristics on the firm performance, building from Complexity Theory this paper adds to our knowledge because it empirically explores under which circumstances different board features should contribute positively or negatively to firm performance. The results of this study have also implications for policy makers and practitioners by providing some useful hints to the controversial relationship between corporate governance and financial performance. In this sense, general corporate governance recommendations must be rethought.     

Independent directors,large shareholders and firm performance: the generational stage of family businesses and the socioemotional wealth approach

The effectiveness of independent directors is empirically addressed in the Southern European context using a sample of 221 publicly traded firms during the 2001–2007 period. Drawing on the socioemotional wealth approach, we focus on family control and influence to test whether there are significant differences in the effect of independent directors on the firm’s performance among non-family businesses (NFBs) that have a non-family large shareholder, and family businesses (FBs). In doing so, we consider the heterogeneity of FBs by testing whether the FB’s life cycle moderates the effectiveness of independent directors. To that end, we differentiate among founder lead family businesses and non-founder lead family businesses. Moreover, we test whether dual leadership structures, in particular when the family chief executive officer is also the chairperson of the board, moderates the effectiveness of independent directors. A cross-country and panel data design was used, taking into account the endogeneity problem arising in studies of corporate governance. The results show that the contribution of independent directors to a firm’s performance differs for NFBs and FBs. Moreover, findings confirm that in FBs, contribution is moderated by the generational stage of the FB and by the leadership structure of the firm.     

The compensation of physician executives.

In January of this year, the American Academy of Medical Directors and the Physician Executive Management Center mailed a survey questionnaire to the approximately 2,300 members of the Academy of record at that time. More than 1,000 responses were returned. The purpose of the survey was to begin to collect data and establish a reliable baseline of compensation information for the physician executive profession. Subsequent annual surveys will allow the two organizations to track the course of the profession, insofar as this can be done on the basis of compensation. In this article, we provide a summary of some of the findings of the survey as they relate to physician executives in a variety of nongovernment health care settings. Except for the summary of overall data, the report is limited to the responses of physicians who indicated full-time involvement (75 percent or more) in management. Later this year, the complete findings of the survey will be published in a monograph that will be available from the Academy and Center.     

Creative and innovative behaviours of corporate directors: an elusive role of task-related conflicts

The aim of the present work is to examine corporate directors’ boardroom interactions associated with conflicts as well as creativity and innovation phenomena. In line with the behavioral perspective in research on boards, we investigate relationships between task conflicts, an emerging creative and innovative boardroom climate as well as directors’ work behaviors. Drawing upon the survey data from 423 corporate directors, we tested hypothesized relationships by the means of the structural equation modelling technique. The results provide evidence suggesting that task-related conflicts among corporate directors appear to be equally detrimental for the psychological workgroup climate as they are advantageous for initiating creative and innovative work behaviours. In other words, the positive effect of task conflicts on directors’ creative and innovative work behaviours occurs so long as such conflicts do not simultaneously impair their perception of the creative/innovative boardroom environment. By integrating the literature on workplace group conflicts, creativity and innovation with the corporate governance writings, this study offers a new insight into corporate directors functioning. Presented findings have clear implications for future board research and managerial practice.     

The cost of CEO duality: Evidence from French leadership compensation

This paper aims to provide a detailed analysis of the relationship between board leadership structures and executive compensation. According to agency theory, the combined position of CEO and Chairperson of the Board (COB) entails greater compensation for the CEO in order to reduce conflicts of interest. In the literature, combined board structure is generally considered to generate additional costs for companies. However, the choice of two separate structures implies the payment of incentive compensation for the COB in addition to that defined for the CEO. This paper investigates the financial cost of duality when compensation packages are set for both leaders. Our results suggest that although combined board structure is associated with higher incentive compensation for the CEO, the overall compensation cost to the company is no higher when the chairperson's compensation is considered.