Countervailing institutional forces: corporate governance in Turkish family business groups

This longitudinal study investigates the impact of national and international pressures to improve corporate governance in an emerging economy from an institutional theory perspective. Recently, family business groups (FBGs), the dominant form of organizing in emerging economies, have been criticized by policy makers for their poor governance structures. A common recommendation to FBGs has been increasing the number of independent, outsider directors on their boards. Thus, change in the board compositions of the quoted subsidiaries of the six biggest FBGs is analyzed over 2002–2006. One-way-ANOVA and t-tests were used as statistical tools. Findings reveal that there has not been a statistically significant change in board compositions over the research period. FBGs were found to resist institutional pressures through ‘avoidance’, ‘defiance’ and “manipulation” strategies due to the absence of coercive pressures and multiple forms of ‘institutional work’ for change.     

Founding family effects on business group growth: Longitudinal evidence from Turkey (1925–2012)

Drawing from the family business perspective, this study provides insights into how the heterogeneity arising from founding family structures explains why particular business groups grow extensively, while others faced with similar external market conditions do not, and how the effects of founding family structure change over time. We test our hypotheses by using a unique, hand-collected, and extensive panel dataset which contains information of the full demographic history of founding families and all public and private companies founded/acquired or divested over the 1925–2012 period for 51 business groups in Turkey. Consistent with our hypotheses, our findings show that family size is a major positive determinant of the number of affiliated firms and the group scope. This effect is more strongly driven by sons compared to daughters. Business groups also grow more extensively when the first-born child is male. These family effects are stronger in the early developmental period of the business groups.     

Executives’ Views of Factors Affecting Governance Change in a Not‐for‐Profit Setting

Knowing the factors that executives deem critical to governance change can improve our understanding of how such changes come about and can help us evaluate those changes. Interviews with business and finance executives at 11 colleges reveal the importance to governance change of chief executive and board member leadership and interactions, as well as executive communication style. Costs are clear constraints to action, particularly since benefits are not quantified and are difficult to describe. Efforts to discuss governance with internal stakeholders require persistence to overcome narrow, individualized concerns. Communication about governance to external stakeholders is rare and represents a missed opportunity for stakeholder feedback and the development of trust. Executives appear willing to adopt governance forms without considering the idiosyncrasies of their institutional field, limiting the working definition of governance and its potential. For corporations and not‐for‐profit enterprises these findings hold implications for the context in which leadership is exercised and the shape of governance structures. They also pose a fundamental ethical dilemma for leaders to address.     

Corporate Social Responsibility in Developing Countries as an Emerging Field of Study

Given the rising interest in corporate social responsibility (CSR) globally, its local expressions are as varied as they are increasingly visible in both developed and developing countries. This paper presents a multilevel review of the literature on CSR in developing countries and highlights the key differentiators and nuanced CSR‐related considerations that qualify it as a distinctive field of study. This review entails a content analysis of 452 articles spanning two‐and‐a‐half decades (1990–2015). Based on this comprehensive review, the authors identify the key differentiating attributes of the literature on CSR in developing countries in relation to depictions of how CSR is conceived or ‘CSR Thinking’ and depictions of how CSR is practiced and implemented or ‘CSR Doing’. The authors synthesize from there five key themes that capture the main aspects of variation in this literature, namely: (1) complex institutional antecedents within the national business system (NBS); (2) complex macro‐level antecedents outside the NBS; (3) the salience of multiple actors involved in formal and informal governance; (4) hybridized and other nuanced forms of CSR expressions; and (5) varied scope of developmental and detrimental CSR consequences. The paper concludes by accentuating how the nuanced forms of CSR in the developing world are invariably contextualized and locally shaped by multi‐level factors and actors embedded within wider formal and informal governance systems.     

Economic Liberalization and the Antecedents of Top Management Teams: Evidence From Turkish ‘Big’ Business

There has been an increased interest in the last two decades in top management teams (TMTs) of business firms. Much of the research, however, has been US‐based and concerned primarily with TMT effects on organizational outcomes. The present study aims to expand this literature by examining the antecedents of top team composition in the context of macro‐level economic change in a late‐industrializing country. The post‐1980 trade and market reforms in Turkey provided the empirical setting. Drawing upon the literatures on TMT and chief executive characteristics together with punctuated equilibrium models of change and institutional theory, the article develops the argument that which firm‐level factors affect which attributes of TMT formations varies across the early and late stages of economic liberalization. Results of the empirical investigation of 71 of the largest industrial firms in Turkey broadly supported the hypotheses derived from this premise. In the early stages of economic liberalization the average age and average organizational tenure of TMTs were related to the export orientation of firms, whereas in later stages, firm performance became a major predictor of these team attributes. Educational background characteristics of teams appeared to be under stronger institutional pressures, altering in different ways in the face of macro‐level change.     

The impact of institutional changes on corporate governance mechanisms in transition economies

We examine how institutional changes affect corporate governance in transition economies. We develop a transition model that specifies three stages of the transition process including the early, intermediate, and late. We develop a framework for assessing the effectiveness of widely recognized corporate governance mechanisms (CGMs) in and across these stages. Our general proposition is that as transition economies move from early, to intermediate, to late stages, effective CGMs tend to be those that are based on state administrative control power, social networks and private orders, and market forces and formal institutions, respectively. Our study has contributions and implications regarding the transition economies and the impacts of institutions on corporate governance.     

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.     

Contingencies versus External Pressure: Professionalization in Boards of Firms Affiliated to Family Business Groups in Late‐Industrializing Countries

We examine the antecedents of professionalization in boards of firms affiliated to family business groups, increasingly recognized in the literature as the dominant form of big business organization in many late‐industrializing countries. Dimensions of board professionalization that we include in our study are board size, ratio of salaried executives and outsider presence. We compare predictions on board composition derived from contingency, institutional and power perspectives. Turkish family business groups, considered as an archetypal example of this form of organization, provide the empirical setting for the study, with data on 299 firms affiliated to ten different family business groups. Our results provide greater support for institutional and power perspectives, showing that, relative to internal and external complexity facing affiliate firms, institutional pressures and the presence of joint venture partners better predict board professionalization.     

Comparative and International Corporate Governance

Abstract

In this article, we examine the state of the art in comparative and international corporate governance by identifying the key research questions, main concepts, and paradigms of explanations of cross‐country diversity in corporate governance. First, we discuss the multiple definitions of corporate governance across disciplines and explore how this multi‐dimensional nature of corporate governance posses challenges when making cross‐national comparisons. Second, we review existing comparative research on corporate governance and highlight some of the main characteristics of comparative analysis. Third, we analyze how comparative corporate governance has been understood from four different scholarly perspectives: economics and management, culture and sociology, legal, and political paradigms. We conclude from this third section that future research should make an effort to better integrate cross‐disciplinary paradigms. Fourth, we investigate what insights these four perspectives bring to understand change and stability better in two particular governance dimensions: corporate ownership and the role of labor in comparative corporate governance. Finally, we conclude the article with some forward looking suggestions regarding (1) how different perspectives of corporate governance can be more effectively integrated by adopting case‐based, historical, and actor‐centered forms of institutional explanations and by (2) discussing the current U.S. corporate governance system, frequently seen as the “best practice” model.     

Offshoring Business Process Services and Governance Control Mechanisms: An Examination of Service Providers from India

As emerging markets increasingly rely on service businesses through offshore outsourcing, we examine the role of governance control mechanisms in improving performance among business process outsourcing (BPO) service providers in India. Using data collected from 205 emerging market‐based BPO service providers in India, we examine the antecedents and consequences of establishing governance control mechanisms in BPO service providers. Specifically, we examine how structural (use of contracts with the client), administrative (effective allocation and demarcation of responsibilities within the firm), and relational (collaboration and information sharing with the client) mechanisms drive the performance of a BPO service provider operating in an emerging market. We also examine how key task‐related (task connectivity and task security) and client‐related (end customer orientation and global control) antecedents influence the use of different governance control approaches in this environment. Our analysis finds that both task connectivity and task security significantly impact use of structural and administrative mechanisms, whereas end customer orientation is significantly associated with the strength of the relational mechanisms governing the emerging market‐based BPO service provider and its client. Further global control significantly influences the strength of the structural mechanisms between the client and the BPO service provider. Finally, the three mechanisms have a complementary influence in driving the BPO service provider's performance.     

Challenges for Brazil’s food industry in the context of globalization and Mercosur consolidation

This paper examines how the Brazilian food industry has been heavily affected by several recent institutional and economic changes. The food industry, including the processing and retail sectors, is part of a broader agribusiness system that conditions corporations’ strategies, performance, and adoption of adequate governance structures. The Brazilian agroindustrialization process that preceded the formation of the sub-regional free-trade area (Mercosur) and economic liberalization influenced subsequent development of the agribusiness and food system in the Mercosur countries and their investment and trade links to countries outside Mercosur. The article emphasizes business strategies for coping with challenges and opportunities that have arisen from Mercosur integration, from economic stabilization programs and, more importantly, from a broad range of institutional changes such as trade liberalization, deregulation, and the friendlier treatment of foreign capital. These changes have together fostered the globalization process in the region and have stimulated different responses from large and small firms, all threatened by the new, competitive environment.     

Beyond the purely commercial business model: Organizational value logics and the heterogeneity of sustainability business models

The business model has been conceived as a commercial logic of value proposition, creation, exchange and capture. However, its underlying conceptual structure of an organizational value logic holds promise also for application beyond a purely commercial context, for partially commercial and even noncommercial organizations. This paper unlocks this potential by conceptualizing homogeneous and heterogeneous organizational value logics shaped by a variety of institutional logics. Homogeneous value logics are dominantly shaped by individual institutional logics, such as the value logic of businesses shaped by an institutional logic of the commercial market, or that of a churches shaped by an institutional logic of religion. Heterogeneous value logics, however, are co-shaped by two or more institutional logics. The application of these concepts is exemplified in the context of sustainability business models, which are built on a heterogeneous value logic that combines elements from commercial, sustainability, welfare and government logics. The paper contributes to the business model discussion by extending it to partially commercial and noncommercial organizations; by creating a conceptual space between value logics and institutional logics; and by proposing the meta-logic of value proposition, creation, exchange and capture, a novel analytical tool for the study of organizations shaped by plural institutional logics.     

Audit Within the Corporate Governance Paradigm: A Cornerstone Built on Shifting Sand?

This paper is a case study‐based investigation of aspects of the current paradigmatic approach to ‘good’ corporate governance, with its focus on the interlinked roles of internal control and risk management procedures, internal audit and external audit, overseen and coordinated by a formal structure of board committees, in particular the audit committee. The evidence that we adduce from the study of four high‐profile cases of perceived accounting and governance failure provides limited assurance that this approach will in fact be cost‐effective or efficient in preventing further such cases of accounting and governance failure. Specifically, issues as to remuneration and fee dependence, lack of relevant knowledge and expertise, social and psychological dependence upon executive management appear to have significantly and negatively affected the quality of decision‐making of governance gatekeepers. This suggests that further consideration of relevant economic, institutional and cognitive/behavioural factors beyond the rational choice model of traditional economics should underpin future developments in required modes and structures of governance.     

A Study of the Role Played by Manufacturing Strategic Objectives and Capabilities in Understanding the Relationship between Porter's Generic Strategies and Business Performance

An appropriate alignment between business strategy, manufacturing strategic objectives and manufacturing capabilities reportedly influences business performance positively. However, few papers empirically analyse this proposition for the case of Porter's generic strategies of cost leadership and differentiation, and none jointly considers all four elements. This paper integrates strategies, capabilities and performance in a single model and proposes that both manufacturing competitive priorities and capabilities, articulated in terms of cost and flexibility, are essential for explaining the link between generic business strategies and business commercial and financial performance. Within this analytic framework, we test whether companies that emphasize one business strategy rather than another achieve a better alignment and superior performance. The analyses conducted with a sample of 148 Spanish manufacturers provide general support for these propositions and contribute to a deeper understanding of the role played by functional strategies in understanding the outcomes of business strategy.     

Amplifying a Relational Ethic: A Contribution to PRME Praxis

Western economically driven instrumental ethics fuel the dominant institutional logic in many business schools and are associated with the negative social and environmental situation widely linked to the mode of global development. Other ethical framings have been subordinated, marginalized, or denied. Through the explicit commitment of prominent international certifying bodies of management education, educators, researchers, and practitioners will be encouraged to give increasing effect to the Principles for Responsible Management Education (PRME). The PRME is a United Nations‐led, institution‐level mechanism for reorienting the direction of business schools and for increasing both educator and student capacities to contribute to a more inclusive and sustainable mode of development globally. We propose greater emphasis be given to various forms of relational ethics from which to guide the functional aspirations of institutions. We explore the creative opportunity for institutional change by contrasting the prevailing Western economically driven instrumental institutional logic with indigenous ethical framings. We draw upon Seo and Creed's conceptual framework of institutional change to discuss two films—Mann v. Ford and Waste = Food—to bring greater attention to the generative potential of indigenous perspectives in institutional praxis. Our examples could equally invite an application of other systems of relational ethics that have been overshadowed by the current domination of economic instrumentalism in almost all realms of decision making. We conclude by providing some teaching resources that can be used or adapted for geographical‐ or disciplinary‐specific attention to the issues we raise.     

Corporate Governance Reform in Australia: A New Institutional Approach

From an international perspective, Australia has been one of the leading jurisdictions for corporate governance reform. Its first corporate governance code predates the Cadbury Report, and Australia is also one of the few countries internationally to have been only marginally affected by the recession that ensued after the Global Financial Crisis. Considerable governance reform has occurred since 2007–8 in Australia, however; much of it occasioned by pressure brought to bear by institutional investors as a reaction to both traditional governance failings and also social and environmental concerns such as a growing awareness of climate change. Institutional influence is primarily associated with the compulsory retirement income system that emerged in the 1980s in light of an economy‐wide union campaign. While governance structures are becoming more homogenous, institutional logics reflecting trustees’ concerns are driving and shaping this ongoing process. A new approach to corporate engagement has emerged under the influence of investor representative bodies such as the Australian Council of Superannuation Investors that is driving corporate governance change.     

Asian Family Firms through Corporate Governance and Institutions: A Systematic Review of the Literature and Agenda for Future Research

Although the corporate governance model of Asian family firms has recently gained increased attention, it remains unclear how these firms’ corporate governance mechanisms (and their effectiveness) differ from those of family firms in the western world. Drawing upon a comparative institutional perspective, this paper systematically reviews 148 published articles in peer‐reviewed journals from 1980 to 2015. The aim of this paper is to contribute to the understanding of institutional complementarities that constitute informal governance mechanisms adopted by Asian family firms by considering a wider set of institutional factors (i.e. political environment, cultural values and social norms) embedded in the Asian context. The main findings suggest that: (i) given the lack of market‐supporting institutions and the presence of strong political control over Asian economies, family firms tend to cultivate political connections to respond to the failure of legal systems; (ii) Asian family firms still rely heavily on personal networks (e.g. guanxi) to reduce uncertainty, strengthen business ties, and gain access to external resources; and (iii) cultural values and social norms (e.g. ‘face’ saving, reputational concerns and adult child adoption) lead to functionally equivalent corporate governance mechanisms in Asian family firms. The downstream effects of such mechanisms are also discussed, and future research avenues are identified.     

How to govern business services exchanges: Contractual and relational issues

With firms concentrating on core competencies, more emphasis has been placed on outsourcing and dealing with external sourcing agents. This has led to a stronger academic focus on buyer–seller exchanges and the corresponding mechanisms for governing these exchanges. This paper gives an overview of previous research investigating the exchange governance phenomenon based on transaction cost theory or co‐operative interorganizational relationships. The results reveal that few research studies have investigated the overall picture of exchange governance, including both contractual and relational governance and taking into account antecedents as well as performance outcomes of the governance mechanisms involved. Moreover, despite the service‐dominant logic shift, limited attention is given to specific service characteristics and their impact on exchange governance. This paper attempts to meld economic and social related antecedents into a model with regard to exchange governance in business services settings. Contractual and relational governance issues and their impact on performance outcomes are also considered. The resulting model indicates that to govern business services exchanges efficiently, more emphasis should be placed on behavioral uncertainty, human and process asset specificity and contractual governance. The paper concludes by discussing several directions for future research.     

Programmed, Autonomous-Formal and Spontaneous Organizational Learning

Organizational learning (OL) has been represented either as the systematic governance of collective expertise or as a relatively anarchic process of implicit transaction within and across fluid, dispersed communities of practice. Qualitative case‐study research open to both perspectives was conducted in a not‐for‐profit service organization, a franchisee company and a vertically integrated company, all based in Hong Kong. Two forms of OL as systematic governance were found: ‘programmed’ OL (POL) and ‘autonomous‐formal’ OL (AFOL), respectively. The relative emphasis on POL and AFOL appeared to vary from organization to organization, and to be influenced by management philosophy and by institutional frameworks such as professionalization and franchisee status. A ‘spontaneous’ and dispersed form of implicitly transacted OL (SOL) was also found. SOL appeared to reflect natural exuberance but was attenuated when colleagues regarded knowledge as a commodity. There appeared to be synergy between AFOL and SOL.     

Shifts in modes of governance and sustainable development in the Brazilian oil sector

This article discusses shifts in modes of governance in the Brazilian oil sector over a 60-year period. On the basis of Driessen et al.'s (2012) framework, we discuss the impact of these shifts on sustainable development. Our results suggest that changes in modes of governance were driven by regulation and mostly associated with shifts in both actors and institutional features but that the underlying rationale of prioritising economic outcomes remained unaffected. The results also confirm that a central governance structure remained in place over time and co-existed in different modes of governance. Petrobras was the backbone of this structure and instrumental in empowering and disempowering non-state actors. This article stresses that a mode of governance furthering sustainable development should promote interactions of large numbers of actors and may require active participation of Petrobras to encourage rationales that support improvements in social and environmental domains.