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.     

To be or not to be corporate heritage oriented? A study of managers’ corporate heritage mindsets

Corporate heritage is a research topic in branding with managerial relevance to achieve competitive advantages. Research has mainly focussed on companies with a formal corporate heritage orientation, neglecting other companies. In this study, a novel framework has been developed for analysing managers' corporate heritage mindsets as a precondition for a corporate heritage orientation in a non-heritage-oriented company. Individual managers’ corporate image heritage depicts how managers perceive their company over time, hence revealing their corporate heritage mindset. This article proposes that two managerial mindset dimensions matter – corporate heritage recognition and stance. This abductive study combines theory and empirical findings from an industrial company with a long history, but no corporate heritage orientation. The proposed framework offers companies with a history a way to analyse whether corporate heritage could be recognised and employed. This article contributes to corporate heritage research by broadening the applicability of corporate heritage issues.     

基于联立方程模型的公司治理溢价研究——兼谈如何检验公司治理评价指标的有效性

公司治理溢价研究可以揭示公司治理与企业价值之间的互动机理,不仅有助于深化和丰富公司治理理论,为上市公司优化公司治理指明方向和重点,而且有助于投资者全面评估企业价值.而对公司治理的客观评价是公司治理溢价研究中的关键问题,本文在以往研究成果基础上,以上证公司治理板块的评选结果为参照样本,给出了检验公司治理评价指标有效性的科学方法,进而验证了以DEA方法构建的公司治理效率值指标的有效性;在此基础上利用联立方程模型对公司治理溢价进行研究,解决了公司治理与企业价值之间可能存在的内生性问题;以2007年中国沪市578家A股公司为样本对联立方程模型进行估计.结果表明,中国股票市场存在公司治理溢价,公司治理效率值每增加0.1,流通盘市场附加值就会有37.2%的溢价.     

论机构投资者在公司治理中角色的定位及政策建议

在研究公司治理和资本市场发展时,机构投资者的作用越来越受到重视,随着机构投资者所持有公司股份的不断上升,他们开始积极参与公司治理.但是,不同类型的机构投资者所持有公司的股权比例、监督成本以及风险偏好等存在较大的差异,因而他们在公司治理活动中的表现也将截然不同.正是基于此,本文通过对机构投资者积极参与公司治理进行数理模型的一般分析,分析了机构投资者是否积极参与公司治理的条件机构投资者持有公司的股权比例、监督成本、风险偏好.结论表明,上述三个因素的变动影响着机构投资者是否进行监督及其监督的临界值.本文对机构投资者积极参与我国上市公司治理进行了适用性分析,并提出一些政策性建议.     

The Performance Implications of Ownership-driven Governance Reform

This paper explores the performance impact of recent changes in foreign shareholdings and boardroom reforms in Japan. Empirical research on the impact of reform on the Japanese corporate governance system could provide useful lessons for their European counterparts who are themselves facing similar pressures to reform. We found that although participation of outside directors in strategic decision-making was associated with positive stock returns, the increase in the ratio of outside directors, the separation of the board members and executive officers, and the reduction of board size were not related to firm performance.     

企业社会责任与企业价值:营销竞争力与顾客意识的作用机理

虽然企业社会责任与企业价值相关性的研究已有数十年,但至今仍未取得一致结论,更缺乏对影响两者关系的权变因素和中间变量的探讨。为了深入分析企业社会责任与企业价值的内在联系,研究以2013-2015年501家A股上市公司为样本,从企业竞争力视角出发,选择营销这一与企业价值密切相关的经营活动,首次将营销竞争力作为中介变量展开分析,同时检验了企业提高顾客意识对两者关系的调节作用,通过构建企业社会责任对企业价值作用机理的概念模型,并使用固定效应与随机效应模型来进行实证分析,研究结果证实:企业社会责任与企业价值正向相关,而营销竞争力在两者关系中发挥部分中介作用;顾客意识正向调节了CSR对企业价值的影响,但这种效应仅在广告强度代理顾客意识时体现。研究结论有助于企业积极履行社会责任,以实现顾客忠诚度与营销竞争力的提升,经济与社会共享价值的创造。     

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.     

公司治理强度、审计力度与审计质量

自安然事件以来,公司治理和外部审计的重要性得到了前所未有的重视.本文构建了一个公司所有者与外部审计师之间的博弈理论模型,以分析均衡状态下公司治理强度、审计力度与审计质量之间的关系,并讨论所有者和审计师赔偿责任对博弈均衡的影响.我们特别引入了公司治理成本函数和审计成本函数,并同时考虑了公司所有者和审计师的赔偿责任.在本模型中,公司所有者对公司治理强度的决策和外部审计师对审计力度的决策共同影响审计报告对外部投资者的信息有用性(即审计质量),并最终影响了公司的成交价格.研究得到的主要结论是:(1)均衡状态下公司治理强度的增加有助于提升审计力度和审计质量;(2)所有者赔偿责任的增加只会提高公司成交价格,但不会影响博弈均衡和均衡状态下的审计质量;(3)审计师赔偿责任的增加并不一定导致所有者降低公司治理强度,且只有在特定情况下才能提升审计力度和审计质量.     

公司企业家精神培育的系统理论假设模型及验证

企业家精神是企业永续发展的不竭动力。是21世纪推动一个国家经济发展最主要的动力之一。本文从微观角度出发,研究公司如何采取有效的措施促进公司企业家精神的培育,进而提高公司的经营业绩。笔者在国内外相关领域研究成果的基础上,提出了影响公司企业家精神培育的系统理论假设模型,并通过实证研究验证了假设模型。     

How to manage corporate reputation? The effect of enterprise risk management systems and audit committees on corporate reputation

Research on corporate reputation has generally argued that reputational risk, or risk of reputation loss, stems from all company risks. As companies use enterprise risk management (ERM) systems to manage all their risks, we analyse the effect of ERM system quality on corporate reputation. Furthermore, as audit committees are in charge of supervising ERM systems, we analyse the effect of audit committee characteristics (i.e. independence and independent members' knowledge and diligence) on corporate reputation through their effect on ERM system quality. Our results for a sample of listed Spanish firms support consultants’ arguments that ERM system is a useful tool for managing corporate reputation. Our results also show that audit committee independence improves corporate reputation through the ERM system. Finally, our findings also reveal a positive relationship between the average educational level of independent directors of the audit committee and ERM system quality. These results provide evidence that ERM systems are platforms to manage corporate reputations and suggest the importance of the audit committee as a supervisor of ERM system and as guarantor of corporate reputation.     

Rethinking board diversity with the behavioural theory of corporate governance: opportunities and challenges for advances in theorising

In this study, a cross-theoretical hybridization between diversity archetypes and the behavioural theory of corporate governance is proposed. Within an integrative theoretical framework, I discuss three variants of the board’s social setting: diversity as variety; separation; and disparity. Their influence on the mechanisms of the socially-situated and socially-constituted agency, and in consequence the socially-constructed boardroom reality, is considered. The model stipulates what kind of impact individual agency perception, associated with each diversity archetype, can be expected to have on board task effectiveness (monitoring/control, resource-provision, and strategy-making/consulting). There are altogether six theoretical propositions made in this paper. The study represents an application of the behavioural theory of corporate governance in the theory-building paper. I utilise the notion of diversity and the theory of subgroups from existing group effectiveness literature. The proposed theoretical framework strongly benefits from recent taxonomically-systematizing efforts in the area of diversity research. The proposed model also allows for due consideration of behavioural patterns in the boardroom. This framework scores high on its generalisability to a wider population and realism of context, but low on its precision of measurement. A discussion of the model’s limitations unfolds in the wider context of the challenges and paradoxes/conundrums with which the community of corporate governance scholars is invariably confronted. The model suffers from a limited translatability of findings into actionable managerial implications and recommendations of the regulator, as expressed in corporate governance codes.     

机构投资者持股与上市公司违规行为的实证研究

本文采用部分可观测的Bivariate Probit估计方法,对2001年至2009年中国1729家上市公司进行回归检验,发现机构投资者持股比例降低了公司违规行为倾向,同时增加了公司违规行为被稽查的可能性。该结论在控制了机构投资者变量内生性的因素后仍旧稳健。进一步研究表明,相比公司经营违规,机构投资者对信息披露违规倾向的影响更强。另外,相比证券机构投资者,养老保险基金、社保基金、企业年金持股的公司中违规公司比例更低。除此以外,机构投资者对公司违规的抑制与检举作用并不受其它公司治理变量的影响。本文的研究表明中国机构投资者在预防与打击上市公司违规行为方面发挥了重要的作用,并且也为上市公司与监管部门提供了治理和防范企业违规的线索。     

公司创业力研究

公司创业力研究是一个新兴的学科分支,决策理论、生产要素启动、信息处理和网络理论、创业动态概念等是指导创业研究的主要理论依据。此外,战略管理理论中的以核心能力为基础的理论与组织学习理论也开始成为公司创业力研究的焦点。本文阐述了公司创业力的概念、类型、公司创业者与私人创业者的异同,以及发展公司创业力的环境;同时,论述了有关公司创业力的理论发展沿革。最后,提出研究公司创业力对我国企业改革的重要意义。     

Growing Strong in Asia: SRI Proves You Can Win With Principles

Sustainable and responsible investment (SRI) has its roots in religious and political movements in the West. Moving from being a bit of an unknown to being known in Asia, SRI has made its headway in the region and is here to stay. The objective environment — an educated populace, rising social awareness, pension fund development, tougher environmental legislation — is conducive to SRI development. SRI is influential in inducing corporate behavior, as business realizes being socially responsible is a competitive edge. Sustainable development can go hand in hand with economic prosperity as allies.There are hurdles to overcome in developing SRI in Asia. We are yet to see comprehensive research on SRI on Asian enterprises, a benchmark to measure their social performance, and an index to track their share price performance. ASrIA, a not for profit members association devoted to promoting SRI in Asia, helps to speed up its development from mere boardroom discussion to practice in mainstream finance. In doing so, it is important to remember that for SRI to grow healthily in the region, it has to be done in Asia on Asian terms.     

Female board appointments and firm valuation: short and long-term effects

The presence of women on boards of directors has become a high profile issue in recent years. Several studies, based largely on data from countries with Anglo-Saxon corporate governance systems, have investigated the influence of female board appointments on firm performance. This study focuses on the impact of female directors in Spain, where debate about this topic has been intense for two reasons: the recommendation in 2006 by Spain’s Unified Good Governance Code of positive discrimination in favour of female board appointments and the passing in 2007 of a Gender Equality Act by the Spanish parliament. Our paper analyses the short and long term effect of the appointment of female directors prior to these events. We use an event study to analyze the short term stock market reaction to the appointment of female directors and a multiple regression approach, using the system GMM estimation procedure, to assess the long term influence on firm value of female boardroom appointments. We find that the stock market reacts positively in the short term to the announcement of female board appointments, suggesting that investors on average believe that female directors add value. This belief appears to be confirmed by our regression results which show that female board appointments are positively associated with firm value over a sustained period. These results suggest that the legislative changes in Spain make economic sense as well as advancing the cause of women in Spanish boardrooms.     

Is the German system of corporate governance converging towards the Anglo-American model?

This paper analyses whether the German corporate governance is converging towards Anglo-American practices. We summarise the extant empirical evidence on the various governance mechanisms that economic theory suggests ensure efficiency and describe recent legal developments. We find no clear signs of convergence in form, i.e. the main distinctive features of the German system have remained largely unaltered. However, changes occurred over the last decade (specially in the legal framework) suggest a certain convergence in function, i.e. some governance mechanisms have effectively incorporated aims and/or goals generally associated with the Anglo-American model.

资本结构治理效应:中国上市公司的实证研究

资本结构影响公司治理的结果最终会体现在公司绩效的变化上。本文通过对1992-2004年间我国上市公司资本结构影响公司绩效的实证分析发现:资产主营业务净利润率、经营费用率和资产利用率三个指标比股票价值能更好地解释资本结构对公司绩效的影响;国家股比例对公司绩效的负向影响越来越不显著;法人股比例和负债融资比例对公司绩效有不显著的正向影响等。这些结论表明,完善资本结构是完善我国上市公司治理结构从而提高公司绩效的重要途径之一。     

Harnessing Diversity and Collective Action in the Top Management Team

Diversity has become an important issue at all levels of the company from the boardroom to the back office. It is increasingly apparent that diversity is vital to productivity, with academic research indicating an important link between diverse top management team (TMT) composition and corporate performance. However, the nature of this link remains elusive, as there is little accessible research that can help top teams to evaluate how diversity impacts on their strategic capacity. This paper seeks to fill this gap by developing a conceptual framework, illustrated with case examples, to explain the relationships between TMT diversity and TMT collective action. As collective action is difficult to attain from top teams that are high in diversity, six practical processes are developed from this framework for establishing and exploiting top team strategic capacity. The paper concludes by outlining the theoretical implications of the framework.

It is the range of skills and attributes acquired through a diversity of experiences and backgrounds that combine to create a cohesive and effective board.¹

     

The role of human and social board capital in driving CSR reporting

The objective of this paper is to analyze the effect of the professional, technical and relational background (human and social capital) of outside directors on promoting firm CSR disclosure. Following the Hillman et al. (2000) taxonomy of board members, we classify outside directors as business experts, support specialists and community influential, and examine whether business and technical expertise or political ties in the boardroom affect CSR disclosure.This study confirms that not all outside directors are equally effective in improving CSR disclosure and that only certain kinds of outside directors, those classified as support specialists, help promote it. On the other hand, our findings also show that directors with previous experience as politicians affect CSR disclosure negatively, probably due to their interests in safeguarding their reputation within the company, in avoiding public scrutiny and in protecting their political connections. In addition, our set of analysis with interaction effects reveals that powerful CEOs have the incentive to promote CSR-related strategies and to convince business experts and support specialist directors to enhance profitable sustainability strategies and transparency in CSR disclosure. Nevertheless, the powerful CEO effect is not enough to compensate the negative role of political directors on CSR reporting. Therefore, this paper supports the theories in favor of analyzing the multiple configurations of corporate governance mechanisms by adopting a holistic approach, and the need to combine these configurations in order to analyze their impact on CSR behavior.