Corporate Control Research Articles

Readiness, resilience and the ripple effect: women-owned enterprise in Kenya and the promise of global inclusion

Transnational corporations are recasting themselves as midwives of women’s empowerment rather than vehicles of exploitation, pledging their supply chains as platforms of inclusive capitalism rather than conduits of adverse incorporation. In this contribution we interrogate that corporate promise of inclusion empirically, examining both the corporate apparatus of gender empowerment and the experiences of women entrepreneurs they claim to empower. Through a case study of a small women-owned enterprise in Nairobi, on its journey to inclusion in one of the world’s largest corporate supply chains, we chronicle the efforts of women entrepreneurs to be made ‘ready’ for the rewards of inclusion in the global marketplace. While TNCs invoke the shibboleth of inclusive markets – seeking to capture the moral currency it nets them – we reveal how the conversion to global supplier leaves small enterprises in Africa leveraged and dependent rather than secure and autonomous. In the end, we argue, the inclusive market becomes a vehicle of failed hopes and corporate control.

Foundational questions for the regulation of digital disinformation

ABSTRACT The threat of digital disinformation is a staple in discourse. News media feature examples of digital disinformation prominently. Politicians accuse opponents regularly of slinging disinformation. Regulators justify initiatives of increasing corporate and state control over digital communication environments with threats of disinformation to democracies. But responsible regulation means establishing a balance between the risks of disinformation and the risks of regulatory interventions. This asks for a solid, empirically grounded understanding of the reach and effects of digital disinformation and underlying mechanisms. This article provides a set of questions that a responsible approach to the regulation of disinformation needs to address.

Development of System Toolkit for Financial Control in Corporations: Theoretical, Methodological and Practical Aspects

Development of System Toolkit for Financial Control in Corporations: Theoretical, Methodological and Practical Aspects

Corporate control in emerging markets: The non-linear dynamics of foreign board involvement

This study examines the complex dynamics of foreign board membership in corporate governance within 266 family-owned corporations in Indonesia and Malaysia. By employing multiple regression analysis, we have determined a turning point in the level of foreign board representation. Once this threshold is surpassed, the advantages of governance start to diminish, indicating the necessity for a more balanced and diverse board composition. Surprisingly, the presence of women on corporate boards did not have a significant effect on governance practices. The findings indicate that although foreign expertise might be advantageous, relying too much on it can have negative consequences. These observations encourage a reassessment of the makeup of boards in developing economies, suggesting areas for further investigation into governance methods in different types of organizations and cultural contexts.

Editorial: Corporate governance research

This issue of the journal Corporate Ownership and Control is composed of papers that contribute new ideas to the major issues of corporate governance such as board of directors, CEO practices, firm performance, ownership, auditing, ESG, and other related issues. Scholars from many countries of the world are authors of these papers. They represent the USA, Italy, India, Egypt, Canada, China, etc. Some of the aspects of the topics studied in mentioned papers were explored in the academic literature previously; for example, there are many studies on ESG practices (Kalyani & Mondal, 2024; De Silva et al., 2024; Lobe & Halbritter, 2023; Veltri et al., 2023; Tenuta & Cambrea, 2022; Srivastava & Anand, 2023; Tenuta et al., 2022).

ESG controversies, corporate governance, and the market for corporate control

ESG controversies, corporate governance, and the market for corporate control

The Evolution of the Market for Corporate Control

The Evolution of the Market for Corporate Control

Non-Compete Agreements and the Market for Corporate Control

Non-Compete Agreements and the Market for Corporate Control

Corporate Split of a Company, Transfer of Corporate Control, Sale of Assets or Partial Cessation of Activity as a Non-monetary Antitrust Penalty

Corporate Split of a Company, Transfer of Corporate Control, Sale of Assets or Partial Cessation of Activity as a Non-monetary Antitrust Penalty

Seed commodification and contestation in US farmer seed systems

Abstract Over the last century seed systems have undergone a process of commercialization, resulting in the transformation of seed from a common good into a commodity. Countries such as the United States are dominated by the private seed industry, which has succeeded in reducing crop diversity and increasing farmer dependency on commodity seed (i.e., seed that is bought and sold) through such mechanisms as seed hybridization, intellectual property protections, and the proliferation of genetically engineered crop varieties. Commodity seed has become necessary to support food production, but concurrently has created a positive feedback loop that solidifies corporate control within the seed industry while concurrently disincentivizing traditional agricultural practices such as seed saving. In contestation, growers nationally and globally have called for change both within and outside of market structures – advocating for the revalorization of the vast array of social, cultural, and environmental benefits that seeds have that are not being properly protected by those with the most power in the seed industry. Using insight from 31 semi-structured interviews with growers involved in Vermont's farmer seed systems, this study elucidates some of the non-commodity values that growers hold for the seeds they source from both non-commercial and commercial sources. Our results highlight how growers appreciate such non-commodity values as provenance and diversity and are working to provide a social and environmental safeguard for seeds through seed saving. At the same time, many growers also acknowledge the convenience and modern necessity of commodity seed, highlighting the importance of supporting alternative seed industry structures that are more socially and environmentally responsible. These findings stress the importance of acknowledging the multidimensionality of US farmer seed systems, whereby market and non-market exchanges can coexist and work toward creating more just and sustainable seed systems without ceding to complete commodification devoid of social import.

THE NEED FOR DIRECT STATE REGULATION IN THE CONTEXT OF THE ‘TAKEOVER CODE’ FOR CORPORATE CONTROL IN THE UK

The Takeover Code and Panel are integral to the regulation of mergers and acquisitions (M&As) and have a substantial role in controlling mergers and acquisitions which involve publicly traded companies in the UK. They serve to safeguard the interests of shareholders, maintain the integrity of shareholders and promote transparency in takeover processes in the UK. Therefore, undertakings somehow involved in takeover processes and bids must adhere to the Takeover Codes’ rules. In line with the Takeover Code, the Takeover Panel plays a crucial role in overseeing and enforcing the rules of the Takeover Code. However, the success of the Takeover Code and Panel is argued a lot lately. This article critically evaluates whether the historical development, substantive rules and current practice of the Takeover Panel and Code demonstrate a failure of self-regulation (market regulation). As a result, the need for direct state regulation of the market for corporate control is found. Thus, the remedy to the problem arising from the nature of the Takeover Code is searched in line with the Panel decisions, statutes and academic commentary.

Stock Price Crash Risk and the Market for Corporate Control

AbstractRecent studies suggest that greater exposure to the market for corporate control matters for managers and shareholders since it affects firms’ ex‐post risk of experiencing a stock price crash. The findings though question the direction of the effect. In contrast, in this study, we are the first to examine the effects of firms’ ex‐ante risk of experiencing a stock price crash, a likely antecedent of which is managers’ concealment of news on aspects of the market for corporate control. We find that higher crash risk leads to greater takeover target likelihood. This relationship, which is robust to duly circumventing reverse causality, depends to a significant extent on inferior managerial quality and greater managerial discretion around financial accruals, affording richer insight into the notion that correction of managerial behaviour is a stimulus for the market for corporate control, but one that depends on the likely extent of managers’ concealment of news. We also concurrently find that actual takeover targets with higher crash risk generate a lower bid premium and receive more payment with stock. Overall, our findings strongly suggest that decision‐making in the market for corporate control is at least partially explained by incentives linked to opportunistic prices and takeovers of lemons.

ANALISIS PERTANGUNGJAWABAN TINDAK PIDANA PENCUCIAN UANG YANG DILAKUKAN OLEH KORPORASI

The concept of criminal liability against corporations s a new concept criminal law. The difficulty of mposing responsibility on the corporation n committing the crime of laundering creates problems, namely when the corporation s deemed to have committed a crime of money laundering and how s the responsibility mposed. To find out this, the researcher used the juridical-normative method, with secondary data sources through a statutory approach, a legal analytical approach and a case approach and a qualitative data analysis method. The results of the study show that Law No. 8 of 2010 PPTPUU does not directly regulate when a corporation commits the crime of money laundering, so the author needs to nterpret and link the articles of money laundering with corporations as the subject of a crime. The actor acts as the directing mind by mposing on the corporation and / or corporate controlling personnel. There s no explanation for the mposition of corporate responsibility so that n order to transfer the burden of responsibility to the corporation and / or corporate control personnel, t s necessary to use the doctrine of vacarious liability theory with the theory of responsibility approach: Delegation (doctrine of delegation), dentification (doctrine of dentification) and Aggregation (doctrine of aggregation), so that corporations can be punished / held accountable.

Teaching loss of brand control to engineering entrepreneurship students through analogical mapping

The advent of the digital environment is leading to ongoing removal of the brand from the sphere of corporate control. Applying analogical mapping derived from Gentner's theory, this conceptual paper proposes an interdisciplinary analogy to learn about loss of brand control, aligning the dynamics of branding with planetary dynamics. This analogy based on Newtonian physics provides insight into the loss of brand control caused by managerial inadequacy and stakeholder empowerment. The paper is one of the first to propose analogical mapping as a teaching-learning tool for brand management teaching in entrepreneurship education. The use of the analogy about loss of brand control holds the potential to assist engineering scholars who teach entrepreneurship in providing their students with valuable insights into the contemporary dynamics of brand management. By providing a deeper understanding of these dynamics, scholars can orient their students towards adopting open, flexible, and participatory approaches to management, as well as a more humble and transparent leadership style. This conceptual paper views the widespread use of analogy within entrepreneurship programs as a driver that could lead to a change in the business model, stimulating the development of required managerial mindsets and skills.

The origins of the concept of corporate control in foreign and Russian science

The concept of corporate control depends on the scope of application. For instance, an economist may reveal corporate control through the economic power over the corporation, and a lawyer through corporate rights. At the same time, the legal doctrine has not developed a dominant approach to the definition of corporate control. Therefore, it is necessary to establish the origins of the doctrine of corporate control in foreign and Russian science. The author in the article summarizes the key positions of scientists on the issue under discussion and identifies the difference between the domestic approach and Western legal systems

Hungry for power: financialization and the concentration of corporate control in the global food system

The global food system is in crisis. Climate change, ecological degradation, and economic and military conflict have exposed significant vulnerabilities in how the world produces, distributes, and consumes food. While governments aim to address these intersecting crises, they typically overlook another critical factor - the unprecedented concentration of corporate control in the global food system driven by contemporary processes of financialization. The incursion of new financial actors and imperatives have encouraged food firms to implement mergers and acquisitions (M&As) to improve financial performance, generate shareholder value, and capture market share. This has resulted in record levels of concentration, with more power controlled by fewer firms. Surprisingly, there is little empirical detail concerning the uneven pace, scale, and geographies of this concentration. Our article develops a novel M&A-based approach to investigate the concentration of power and corporate control throughout the global food system. Drawing from a sample of 4449 M&A deals throughout 2001–20, we reveal the uneven geographical and sectoral characteristics of food systems concentration, showing that the majority of M&A deals are horizontal (within the same sub-sector) and domestic (within the same country). These findings allow us to reflect on when, where, and why corporate control and decision-making power are shifting between different actors and geographies throughout the global food system, ultimately underscoring the importance of bringing finance and financialization into closer dialogue with food systems research.

Exploring the acquisition behavior of penny stock firms

We document that penny stock firms' acquisition likelihood increases with firm size, sales growth, free cash flow, stock price volatility, and run-up, but decreases with leverage, the number of years since IPO, and Tobin's Q. These findings are validated in a stepwise regression framework and are robust to alternative model specifications. Penny stock acquirers prefer public targets and are more (less) likely to use stocks (cash) as the payment method. We also find that acquisitions announcement returns are higher for penny stock firms than for non-penny stock firms, even after accounting for firm- and deal-characteristics. Further analyses indicate that the increase in announcement returns is driven by the firm's improved information environment. Overall, we document that penny stock firms are significant players in the market for corporate control.

Assessment of Salient Problems Associated with the Separation of Ownership and Control of Modern Cor-porations: Evaluation of Solutions and Their Effectiveness

This paper examines the salient problems related to the separation of ownership and control of modern corporations, as discussed in the books The Wealth of Nations and The Modern Corporation and Private Property. It qualitatively analyzes past empirical studies and evaluates the effectiveness of various solutions aimed at alleviating the separation between ownership and control. The analysis reveals that the agency relationship between shareholders and organizational managers underpins the phenomenon of ownership and control separation in modern companies. This separation offers several benefits, including ensuring business sustainability through professional management, efficient decision-making, and maximizing physical capital. Additionally, numerous mechanisms have proven effective in managing these issues. The paper explores management ownership and incentives, independent ownership, and institutional ownership as solutions that they have been found to reduce institutional problems and manage risk avoidance.

Reclaiming data for improved city governance: Barcelona’s New Data Deal

Cities today are key sites for the operation of global digital marketplaces. It is on the curbsides and at the intersections of cities where technology companies and digital platforms gain access to valuable urban data to be used in the delivery of data-driven services. In this context, urban data ownership and control have become a central policy arena for smart city governance. This article argues that, given the increased policy activism by city governments, there is an urgent need to better understand the key goals and instruments deployed by cities to resist corporate control of urban data. It first reviews the treatment of the topic by different strands in the literature on smart city governance and then uses the ‘New Data Deal’ programme launched by the city of Barcelona to draw empirical data from one of the author’s involvement leading the programme, interviews with actors involved in the programme as well as from key policy and evaluation documents. By studying the design and implementation of Barcelona’s ‘New Data Deal’, an early mover and leading reference in the academic and policy debates, the article presents the key successes, limitations and tensions faced by a city government trying to regain access and control over urban data, including a reflection on the role that city governments can play in shaping a global agenda around improved data governance.

Review:Philanthrocapitalism and the Erosion of Democracy: A Global Citizens’ Report on the Corporate Control of Technology, Health, and Agriculture, edited by Vandana Shiva

Review:<i>Philanthrocapitalism and the Erosion of Democracy: A Global Citizens’ Report on the Corporate Control of Technology, Health, and Agriculture</i>, edited by Vandana Shiva