How Much Do Country‐Level or Firm‐Level Variables Matter in Corporate Governance Studies?

Abstract

T he ambition of Corporate Governance: An International Review (CGIR) is to publish articles aimed at increasing our rigorous understanding of relevant corporate governance phenomena in an international context. One of the key questions implicit in this objective is to understand how much country-level and firm-level variables matter for the development of a global theory of corporate governance. Trying to simplify a complex debate, we can say that there are two different views on this question. The first one emphasizes the role of national-level variables at the expense of firm-level variables, while the second one takes the opposite view (e.g., Aguilera & Jackson, 2003; Lubatkin, 2007). According to the first view, any country has developed, unique, informal, and formal institutions that have a strong impact on corporate governance mechanisms. Comparative studies developed in this tradition tend to adopt an overcontextualized view of corporate governance, found their theoretical framework on institutional theory, and explore the antecedents and the consequences of corporate governance mechanisms in different national contexts. In other words, according to this view, the organizational context is less important than the national (formal and informal) institutions in affecting the effectiveness of the corporate governance mechanisms. According to the second view, corporate governance phenomena should be explored by analyzing firm-level variables, while the characteristics of national formal and informal institutions can be neglected. Studies developed in this tradition tend to adopt an under-contextualized view of corporate governance, found their theoretical framework on agency theory, and explore the antecedents and the consequences of corporate governance mechanisms without paying enough attention to the national environment. This view is also supported by the idea that market forces and legal reforms are moving national economies toward the Anglo-American model (Hansmann & Kraakman, 2004). According to this idea, national formal and informal institutions are becoming increasingly similar to the US model, characterized by high investor protection, high information transparency, efficient capital markets, an active market of corporate control, and so on. We believe that both views have some justification and are helpful approaches in exploring governance phenomena. CGIR welcomes the submission of articles based on each of these two views as each can help us develop a more rigorous and relevant theory of corporate governance. Of course, in practice, firm-level agency conflicts are strongly influenced by national governance attributes (e.g., Aslan & Kumar, 2012) and, from a policy perspective, firm-level corporate governance performance affects the development of national governance institutions (e.g., the Sarbanes-Oxley Act in the US that was passed after the corporate governance scandals of the early 2000s). We, therefore, encourage governance scholars to analyze both theoretically and empirically the context of their study both in terms of countryand firm-level variables, i.e., we invite scholars to submit studies that try to bridge the gap between underand over-socialized views of corporate governance (e.g., Bamberger, 2008; Dalton & Dalton, 2011; Minichilli, Zattoni, Nielsen, & Huse, 2012). To accomplish this purpose, studies exploring corporate governance phenomena in international samples should carefully consider if and how firm-level variables differ across countries, and if their differences can play a role in affecting the dependent variables. On the other hand, studies exploring corporate governance phenomena within a national economy should carefully consider if and how formal and informal institutions developed at the national level can play a role in their story, and understand in which national economies their results can be generalizable. In addition, CGIR invites governance scholars to explore also intermediate views between these two extremes. In particular, we think that studies that take into account the interaction between firm-level variables and national-level variables can provide a significant contribution to the debate. These studies explore, at the same time, both the 199