Sustaining the Buyout Governance Model: Inside Secondary Management Buyout Boards

This paper examines the impact of private equity (PE) directors and their human capital on operating performance in a unique hand‐collected sample of 200 secondary management buyouts (SMBOs) during 2000–2015. It shows that PE directors’ human capital tends to play a statistically and economically important role in performance. Financial (rather than operational) experience of PE directors in acquiring PE firms tends to have a substantial impact on post‐SMBO profitability, while high‐level business education is especially important in post‐SMBO growth performance enhancement. Complementary expertise, provided by directors in buying and selling PE firms, plays an important role only in post‐SMBO growth improvements. Overall, the paper's results provide evidence that governance benefits of the buyout model tend not to be exhausted in the primary buyout stage, but the effects in the secondary buyout phase depend on the nature of PE directors’ human capital resource, notably in respect of the balance between board monitoring and advisory roles. This study therefore adds to growing evidence on how the ownership and life‐cycle nature of firms affect sustainability of boards fulfilling their roles. The results are robust to sample selection bias, different types of PE firms and different measures of human capital.     

Backward Induction Foundations of the Shapley Value

We present a noncooperative game model of coalitional bargaining, closely based on that of Gul (1989) but solvable by backward induction. In this game, Gul's condition of “value additivity” does not suffice to ensure the existence of a subgame perfect Nash equilibrium that supports the Shapley value, but a related condition—“no positive value‐externalities”—does. Multiple equilibria can arise only in the event of ties, and with a mild restriction on tie‐break rules these equilibria all support the Shapley value.     

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.     

Corporate Governance is Directors Making Decisions: Reforming the Outward Foundations for Inside Decision Making

Journal of Management and Governance -     

From Intended to Actual and Beyond: A Cross‐Disciplinary View of (Human Resource Management) Implementation

Despite increasing interest in human resource management (HRM) implementation as an explanation for the association between HRM and firm performance, considerable confusion remains about what implementation means. In order to develop conceptual definitions of HRM implementation and implementation effectiveness, this study builds on three different literatures outside the HRM field (strategy, innovation, and change management), which have addressed this topic extensively. As a result, implementation is characterized as a dynamic process, involving the interaction among multiple actors, starting with the adoption of a new practice and ending with its routinization. This is distinguished from implementation effectiveness as an outcome of that process. The study helps to achieve construct clarity, hence providing a more solid basis for future research and allowing for a better consolidation of findings. The authors also develop an agenda for further research by reviewing a number of theoretical and methodological approaches that have been used in implementation research across fields, including HRM. Overall, the study aims to establish implementation research as a highly relevant academic and practical quest not only in HRM, but also in other management literatures.     

象征价值研究回顾与核心概念辨析

象征价值研究在过去近60年里因理解的差异沿着不同方向得到较为丰富的研究成果,但其核心概念仍不清晰,为此,运用内容分析法从消费者地区分布、研究方法、研究对象、研究主题等不同侧面勾勒出象征价值研究领域的研究脉络,并厘清象征消费与地位消费、炫耀性消费、面子、享乐消费等相关核心概念之间的关系,在此基础上讨论了象征价值未来的研究趋势。     

Ceremonies of Governance: Perspectives on the Role of the Audit Committee

The widespread establishment of auditcommittees in large UK companies cannot be explainedby evidence of their effectiveness as a mechanism ofcorporate governance, since such evidence is sparse.In this paper, participants' accounts of auditcommittee activity are explored, using conceptsdeveloped in actor-network theory. The paper suggeststhat a possible explanation for the popularity ofaudit committees may be found in their ceremonialfunction, which, through a comforting display ofconcern for corporate governance standards, validatescompany legitimacy and enables access to resources forsurvival and growth.The paper briefly reviews the literature on auditcommittee effectiveness, noting its limitations, anddescribes a qualitative study of audit committeeactivity through the perceptions of participants –audit committee chairs and members, finance directors,internal and external auditors. The actor-networkconcept of `translation' is used to frame theseperceptions, highlighting the ceremonial components ofaudit committee meetings and the performance ofquestioning. It is argued that, aside from anysubstantive audit committee activity, this ceremonialperformance plays an important part in offeringcomfort and reassurance to investors and lenders.     

Beyond Association: How Employees Want to Participate in Their Firms' Corporate Social Performance

Although many studies have found a positive relationship between corporate social performance and employer attractiveness, few have examined how different forms of responsibility might mediate that attraction, particularly when those social practices afford different degrees of employee participation. The current study undertook this line of inquiry by examining prospective employees’ attraction to three common approaches to corporate social performance (CSP) that offer increasing levels of participation: donation, volunteerism, and operational integration. Unexpectedly, findings from an empirical investigation challenged the study's main hypothesis; that is, prospective employees were least attracted to firms that integrated their social and financial goals. Consequently, important implications and questions remain for both employers and business educators.     

Efficacy Foundations for Risk Communication: How People Think About Reducing the Risks of Climate Change

Believing action to reduce the risks of climate change is both possible (self‐efficacy) and effective (response efficacy) is essential to motivate and sustain risk mitigation efforts, according to current risk communication theory. Although the public recognizes the dangers of climate change, and is deluged with lists of possible mitigative actions, little is known about public efficacy beliefs in the context of climate change. Prior efficacy studies rely on conflicting constructs and measures of efficacy, and links between efficacy and risk management actions are muddled. As a result, much remains to learn about how laypersons think about the ease and effectiveness of potential mitigative actions. To bring clarity and inform risk communication and management efforts, we investigate how people think about efficacy in the context of climate change risk management by analyzing unprompted and prompted beliefs from two national surveys (N = 405, N = 1,820). In general, respondents distinguish little between effective and ineffective climate strategies. While many respondents appreciate that reducing fossil fuel use is an effective risk mitigation strategy, overall assessments reflect persistent misconceptions about climate change causes, and uncertainties about the effectiveness of risk mitigation strategies. Our findings suggest targeting climate change risk communication and management strategies to (1) address gaps in people's existing mental models of climate action, (2) leverage existing public understanding of both potentially effective mitigation strategies and the collective action dilemma at the heart of climate change action, and (3) take into account ideologically driven reactions to behavior change and government action framed as climate action.     

Extending the Foundations and Reach of Design Science: Further Reflections on the Role of Critical Realism

In his commentary on our proposal to reframe the relevance of business and management research by combining design science with critical realism (Hodgkinson and Starkey, British Journal of Management, 22 (2011), pp. 355–369), Willmott (British Journal of Management, 23 (2012), pp. 598–604) commends us for our advocacy of a social science as opposed to professional school agenda, while admonishing us for seeking to underpin the commended design science ethos with critical realism, on the grounds of ontological inconsistency and the risk of diminishing the emancipatory elements of our social usefulness agenda. In reply, we demonstrate how, in highlighting the interplay of multiple generative mechanisms within and between levels of analysis, critical realism is entirely commensurate with the design science approach advocated, and enriches rather than diminishes our overarching agenda to humanize the workplace.     

How car dealers adjust prices to reach the product efficiency frontier in the Spanish automobile market

This paper investigates the relationship between the dynamics of price discounts at the dealership level and product efficiency in the Spanish auto market. Using data envelopment analysis (DEA), product efficiency scores are estimated for 2092 different vehicles commercialized during 2010, using an innovative database that accounts for more than 75 technical attributes of each model. By alternating official and discounted prices on the DEA specification, we are able to propose a measure of competitive improvement in the retailing stage. We also introduce a decomposition of this measure into two indices that account for the “commercial effort” made by the dealer and the “intensification of competition” that results from the discounting efforts of the other dealers. Finally, we explore the importance of a number of drivers of dealer discounts. As expected, the results confirm the existence of an inverse relationship between product efficiency and dealer discount. Also as expected, discounts are significantly larger for generalist brands, aged models and gasoline engines.     

实际控制人性别的公司治理效应研究

在集中的股权结构下,实际控制人掌握着企业资源支配权。已有文献探讨了公司董事和经理人性别的公司治理效应,但是尚未从实际控制人的视角进行研究。本文基于新兴资本市场的公司治理特征,以2003～2015年中国上市民营企业为样本,实证检验了实际控制人性别对其利益侵占行为的影响。结果表明,相比男性实际控制人,女性实际控制人更少地侵占中小股东利益。在一系列的稳健性检验后,本文的研究结论仍然成立。进一步的研究表明,除了女性实际控制人外,其他女性董事和女性CEO并不能影响实际控制人的利益侵占行为。最后,研究还发现,在内外部治理较弱的公司中,实际控制人性别对其利益侵占行为的影响更加明显。本文不仅从一个新的视角推进了高管性别如何影响企业公司治理的研究,也对政府职能部门制定相关政策提供了有益的政策启发。     

Public Trust in Local Government: Explaining the Role of Good Governance Practices

Public Organization Review - The primary purpose of this study was to examine the role of good governance practices on public trust in local government. In this study, a conceptual model was...     

Governance, management and performance in public networks: How to be successful in shared-governance networks

This paper compares four cases and explores the effects on network performance of network governance, coordination mechanisms, and the abilities of the network manager. The focus is on shared-governance networks, which are in general considered to have difficulties achieving high-level performances. The cross-case comparison suggests a relationship between coordination mechanisms and the way shared-governance networks are managed: in order to be successful, they must be able to rely on formalized mechanisms and make a pool of “network administrators” responsible for their governance.     

治理现代化视角下的中国中央和地方关系——从泛化治理到分化治理

改革开放以来,中央和地方关系的调整及其带来的一系列演变,被认为是推动中国经济社会高速发展的重要原因之一。本文基于治理现代化的视角,试图用从"泛化治理"(diffused governance)到"分化治理"(differentiated governance)转型的理论框架来描述中国中央和地方关系演变的总体过程。在分析和解释中国中央和地方关系基本模式和重要特征的基础上,本文探讨改革开放以来中国中央和地方关系由泛化治理模式向"中央管大事、地方管小事"的分化治理模式的转型实践中所取得的成绩与面临的困难,并提出了推进未来改革的建议。     

A Contingency Model of Boards of Directors and Firm Innovation: The Moderating Role of Firm Size

This study asserts that the effects of board characteristics on firm innovation need to be evaluated with reference to contingency variables. A literature review suggests that relatively few studies adopt a contingency view when examining the outcomes of boards of directors. This study examines the influence on firm innovation of characteristics such as board size, outsider ratio and board diversity, and suggests that their influence is contingent upon firm size. The model is tested on a sample of Italian companies and finds support for the contingency hypothesis. This study advances research on boards of directors by emphasizing the importance of context.     

The Governance Role of Audit Committees: Reviewing a Decade of Evidence

Even though audit committees have traditionally been a key component of corporate governance regulation, the last decade has witnessed a greater emphasis on audit committee regulation and a parallel intensification of academic research on the subject. This review synthesizes recent empirical research seeking to investigate various aspects of audit committees’ governance role. The review is structured around current regulatory expectations of audit committees seeking to document the extent to which specific characteristics of good practice influence various components of audit committee effectiveness. It is found that larger and more independent audit committees as well as those with financial expertise are more likely to seek a higher level of external audit coverage and assurance. There is also evidence that more independent audit committees are associated with the purchase of lower levels of non‐audit services from auditors, thereby seeking to preserve the independence of the external audit process. There seems a consensus that more independent audit committees and those with greater accounting/financial expertise have a positive impact on the quality of financial statements. Evidence on the stock market reaction to audit committee issues suggests that investors both welcome the presence of audit committees and react positively when members are appointed with relevant expertise. It is also found that internal auditors view certain audit committee characteristics, specifically independence, expertise and frequency of meetings, as leading to more effective audit committee performance. In summary, therefore, this review documents a significant amount of evidence offering support to current regulations concerning the desired characteristics of audit committees.     

机构投资者公司治理角色的识别:一个基于持股比例的博弈分析

机构投资者在公司治理中扮演有效监督者还是利益攫取者角色视其持股情况而定.本文基于一个完全信息静态博弈模型刻画了与机构投资者公司治理角色选择行为相对应的持股比例,为健全我国机构投资者的监管制度提供理论支持.     

Strategic Corporate Social Responsibility and Value Creation among Large Firms: Lessons from the Spanish Experience

Can corporate social responsibility (CSR) be a source of good and a wellspring of innovation, competitive advantage and value creation for the firm? Although CEOs and government leaders insist in public that CSR projects create value for the firm, privately they admit that they do not know if CSR pays off. To address this question and drawing on experience for the Spanish context, we test one of the few efforts to model how the strategic management of CSR may contribute to improving firm profitability (Burke and Logsdon, 1996). To do this, we examine the impact of three strategic CSR variables – visibility, appropriability, and voluntarism – on value creation among large Spanish corporations. The conclusions from these findings suggest that managers need to understand how CSR is similar to and different from other traditional corporate market activities if they are to pursue value creation through CSR. We also suggest avenues for future research to explain how CSR may be integrated into firm processes to create resources (assets) and capabilities (routines) that may lead to competitive advantage and superior economic performance.