Board Independence Research Articles

Corporate reputation in Brazil: do board characteristics matter?

Purpose This paper aims to analyse the influence of board characteristics on corporate reputation. Design/methodology/approach In total, 128 Brazilian publicly traded companies from Refinitiv Eikon were analysed between 2016 and 2020. The dependent variable was corporate reputation, whereas the independent variables were board size, gender diversity, board independence and audit committee presence. Multivariate analysis was used. Findings The results presented empirical evidence that board members can impact corporate reputation. Findings showed that board size, gender diversity and independence positively influence Brazilian companies’ corporate reputation. Conversely, an audit committee had no significant impact on corporate reputation. Research limitations/implications The paper presents a contribution to the significance of board members in shaping a company's corporate reputation, using the signalling theory and the resource-based view (RBV) theory. Practical implications Regarding practical implications, this work provides subsidies for managers to value board characteristics because they directly reflect on corporate reputation and competitive advantage, leading to more sustainable performance. Social implications The research findings highlight that a diverse board encourages the organisation to improve its workforce, human rights, relations with the community and responsibility for manufactured products. Originality/value The relationship between board characteristics and corporate cooperation is poorly established in the literature. Furthermore, the results prove the RBV theory in an emerging context. Similarly, the signalling theory proved helpful in improving Brazilian firms’ corporate reputation.

Corporate Governance and Capital Structure Decisions: Moderating Role of inside Ownership

This study empirically investigates the association between board attributes and capital structure decisions of non-financial listed firms in Bangladesh. This study also investigates how this association is shaped and moderated by the level of insider ownership. The current study takes 3096 firm-year observations of firms that are listed on the Dhaka Stock Exchange from 2004 to 2023. Multiple regression analysis on panel data was used, and pooled OLS was selected by resolving stationary issues. Moreover, this study used lagged variables and a GMM estimator to address endogeneity. The results show that both board size and board independence are more positively correlated with a firm’s leverage under conditions of a high level of inside ownership. On the other hand, without the moderating effect of inside ownership, gender diversity on the board does not have any significant impact on a firm’s leverage, and it turns into a positive association due to the moderating effect of inside ownership. This result is consistent with the existing theory and previous findings. After the introduction of corporate governance guidelines, the inside owners’ effect on board size and board independence became substantial, indicating that corporate governance guidelines with the moderating role of inside ownership play a significant role in capital structure decisions in Bangladeshi listed firms.

Does environmental regulation truly enhance corporate green environmental investment? Evidence from the supervision of independent directors in listed companies.

With the increasingly prominent environmental issues in China, the government and citizens alike have intensified their focus on corporate investments in green environmental protection. Nevertheless, as government regulations become more stringent, there is substantial debate over whether environmental regulatory policies can consistently encourage listed companies to increase green environmental investments. Simultaneously, independent board supervision plays a crucial role in promoting the compliance and sustainability of listed companies regarding environmental protection. This paper selected a sample of 246 Chinese listed companies from 2010 to 2019, and used a fixed effects model to examine the impact of environmental regulation on the environmental investment of listed companies in China. Moreover, we used a mediation effect model to analyze the role of independent director supervision in influencing the relationship between environmental regulation and companies' green environmental investment. Additionally, we discuss the heterogeneous impact of environmental regulations on corporate environmental investments. Our findings are as follows: first, during the sample period, the tightening of environmental regulations significantly reduces the growth of environmental investment among the studied firms. As government environmental regulatory policies gradually intensify, the negative impact on environmental investments by listed companies becomes increasingly evident. Second, independent directors help alleviate the adverse impacts of environmental regulations on the environmental investment levels of listed companies. This suggests that the inclusion of independent directors in board governance plays a role in assessing government environmental regulatory policies and overseeing corporate decisions related to environmental investment. Lastly, the heterogeneity analysis indicates that environmental regulation significantly negatively impacts the environmental investment of listed companies in pollution-intensive industries and those located in the western regions. Furthermore, environmental regulatory policies impose greater constraints on the environmental investments of small-sized listed companies compared to their large-sized counterparts.

Influence of Board Characteristics on Carbon Emission Disclosure: Evidence from the Nigerian Oil and Gas Sector

This study investigates whether board characteristics influence a firm’s carbon emission disclosure, in the context of the Nigerian listed oil and gas companies. Board characteristics is divided into board composition (board size, board independence and board structure) and board diversity (board gender diversity, ethnicity and background). The study assessed data from 22 quoted oil and gas companies for the fifteen-year period (2009-2023). The study adopted ordered regression for data analysis and concludes that board structure, board independence, board gender diversity and board ethnicity significantly influence the likelihood of high-quality carbon emission disclosure. The findings established the significant roles of the board in allocating resources to environmentally friendly activities, monitoring managerial activities, and ensuring that firms meet its obligation to operate in a climate friendly manner.

BOARD INDEPENDENCE AND FINANCIAL REPORTING QUALITY OF LISTED OIL AND GAS COMPANIES IN NIGERIA MODERATED BY FIRM SIZE

In the dynamic landscape of corporate governance, the interplay between board characteristics and financial reporting quality stands as a focal point for scholarly investigation. This study investigates the moderating effect of firm size on the relationship between board independence and financial reporting quality of listed oil and gas companies in Nigeria. The study employs a quantitative research design and the populations of the study were all the oil and gas companies listed on the floor of Nigerian Exchange Group from 2012 to 2021. The study used ten (10) oil and gas companies as the population and sample size. The study further used panel regression technique as method for data analysis. The result of the direct relationship revealed that board independence and board size negatively and significantly influence the financial reporting quality of listed oil and gas companies in Nigeria. In the case of moderated effect, the results indicate that firm size does not significantly moderate the influence of board independence on the financial reporting quality of listed oil and gas companies in Nigeria. Based on the results obtained, it can be concluded that the interaction between firm size and board independence does not have a significant impact on the financial reporting quality of listed oil and gas companies in Nigeria. Based on the findings, the study recommended that policymakers such as financial reporting council and Securities and Exchange Commission should enforce the code of corporate governance that will provide for mandatory independent directors with financial expertise. Secondly, the firm size should be properly put into consideration in constituting the number of non-executive directors on the board of directors of listed oil and gas companies in Nigeria.

BOARD CHARACTERISTICS AND CORPORATE SOCIAL RESPONSIBILITY OF LISTED OIL AND GAS COMPANIES IN NIGERIA

This research investigated the influence of board characteristics on corporate social responsibility of listed oil and gas companies in Nigerian Exchange. Variables examined are bord size, independence, gender diversity, activity, professionalism and equity ownership of board members. While corporate social responsibility was proxy by CSR expenditure. The population consists of twelve (12) listed oil and gas firms from which five (5) firms have consistently published their annual reports within the period covered and extracted data from their respective annual reports. Panel corrected standard error was used for analysis. Findings revealed both board size and board activity have no significant impacts on CSR while in contrast, board independence, female gender, board professionalism and board equity ownership have a significant effect on CSR. It was recommended that the management of listed oil and gas companies need to have more independent outside directors on the board to enhance monitoring and CSR performance. Also, higher participation of female on the board will improve CSR performance because of their concern for environmental issues. In addition, having more members with professional expertise will improve the decision making of the board and equally shape CSR performance. Board members with equity stake will align the interest of the managers with those of shareholders and likewise, focus more on long-term goals of the firm. Listed oil and gas firm should maintain appropriate board size and required number of board meetings as stipulated by code of corporate governance.

BOARD CHARACTERISTICS AND AUDIT QUALITY OF LISTED CONSUMER GOODS FIRMS IN NIGERIA

The study investigates the effects of board characteristics on the audit quality of publicly traded listed consumer goods firms in Nigeria from 2013 to 2022. An ex-post facto research approach was used in this study. For data analysis, the panel regression technique was used in the study. The study's findings revealed that board independence and board financial expertise have a positive and significant effect on the audit quality of Nigerian listed consumer goods companies. However, board gender diversity had a negative and insignificant effect on the audit quality of Nigerian-listed consumer goods companies. The study concludes that boards with more independent members who are not influenced by management may improve the audit process efficacy. To improve audit quality, listed consumer goods firms should focus on retaining board independence and guaranteeing the presence of directors with significant financial experience. While the relationship between board gender diversity and audit quality is still uncertain, it is critical to promote diversity and inclusivity on corporate boards in order to build a more robust governance structure. Continuous monitoring and research in this area will contribute to a better understanding of the relationship between gender diversity and audit quality.

The effect of Board Independence on Environmental disclosure; the moderating role of Gender Diversity in Amman stock exchange

Depending on the agency theory view and response to the modern invitations to speculate gender diversity role. How it can enhance the relationship between board independence and environmental disclosure due to prior studies focus on direct relationship between them. This study seeks to ascertain how gender diversity moderates the association between board independence and environmental disclosure among non-financial firms listed on the emerging Amman stock exchange market (ASE) between 2014 and 2019. The direct and indirect relationships were examined using multiple regressions on panel data analysis; the empirical findings indicate that board independence and environmental disclosure have a positive and substantial direct link. Additionally, the findings demonstrated that gender diversity is a significant moderator in this relationship. However, this study provides managers, owners and policymakers with a set of main recommendations related to the major need for a more board independence and gender diversity in order to enhance environmental disclosure in emerging markets. Our results are useful to policymakers interested for an important framework on environmental disclosure.

The Effect of Institutional Ownership, Independent Board of Commissioners and Profitability on Tax Avoidance in Technology Companies Listed on the Indonesia Stock Exchange

This study aims to analyze the effect of institutional ownership, independent board of commissioners, and profitability on tax avoidance in technology companies listed on the Indonesia Stock Exchange during the 2021-2023 period. The research method used is quantitative with secondary data analysis from financial reports published through the Indonesia Stock Exchange website. Analysis techniques include descriptive statistics and multiple linear regression. The results of the study partially show that Institutional Ownership has a significant but negative effect on tax avoidance with a t-value of -6.350 and a significance of 0.028, which is greater than 0.05. The Independent Board of Commissioners has a significant but negative effect on tax avoidance, reflected in the t-value of -5.395 and a significance of 0.034, which is greater than 0.05. Likewise, profitability has a significant but negative effect on tax avoidance with a t-value of -1.758 and a significance of 0.048 greater than 0.05. Simultaneous analysis shows that the combination of these three variables as a whole has a significant effect on tax avoidance. In conclusion, each variable partially and simultaneously shows a significant influence on tax avoidance, which indicates that these factors need to be considered in the company's strategy related to tax avoidance. Keywords: Independent Board of Commissioners, Institutional Ownership, Profitability, Technology Companies, Tax Avoidance

PENGARUH GOOD CORPORATE GOVERNANCE DAN LEVERAGE TERHADAP KINERJA KEUANGAN

This study aims to analyze the effect of good corporate governance and leverage on financial performance. This research method is quantitative. The data collection method in this study uses Documentary Studies and Operational Definitions and Variable Measurements. The population of this study were all LQ45 companies in 2020-2022. The sampling technique for this study was purposive sampling technique. The data analysis technique used in the study used descriptive statistical analysis. The results of this study are that the audit committee variable has no effect on the financial performance variable in LQ45 companies listed on the Indonesia Stock Exchange in 2020-2022. The board of directors variable has an effect on the financial performance variable in LQ45 companies listed on the Indonesia Stock Exchange in 2020-2022. The institutional ownership variable has no effect on the financial performance variable in LQ45 companies listed on the Indonesia Stock Exchange in 2020-2022. The independent board of commissioners variable has an effect on financial performance in LQ45 companies listed on the Indonesia Stock Exchange in 2020-2022. The managerial ownership variable affects the financial performance variable in LQ45 companies listed on the Indonesia Stock Exchange in 2020-2022. The leverage variable affects the financial performance variable in LQ45 companies listed on the Indonesia Stock Exchange in 2020-2022

PENGARUH GOOD CORPORATE GOVERNANCE TERHADAP NILAI PERUSAHAAN DENGAN PROFITABILITAS SEBAGAI VARIABEL MEDIASI

This study aims to examine the effect of Good Corporate Governance proxied with independent board of commissioners, audit committee, and institutional ownership on company value proxied with Tobin's Q with profitability proxied with Return On Asset (ROA) as a mediation variable. The population in this study was obtained using purposive sampling method on Banking sector companies listed on the Indonesia Stock Exchange (IDX) during the period 2019-2021 and based on predetermined criteria, a sample of 68 companies was obtained. The analysis method used is path analysis and sobel test with SPSS (Statistical Product and Service Solution) Version 25 application tools. The results of the research analysis prove that: 1) The independent board of commissioners has an effect on profitability, 2) The audit committee has no effect on profitability, 3) institutional ownership has an effect on probability, The independent board of commissioners has an effect on the value of the company, 4) The independent board of commissioners has an effect on the value of the company, 5) The audit committee has no effect on the value of the company, 6) Institutional ownership has an effect on the value of the company, 7) Profitability has no effect on the value of the company, 8) Profitability as a mediating variable is not able to mediate the influence of the variable of the independent board of commissioners on the value of the company, 9) Profitability as a mediating variable is not able to mediate the effect of audit committee variables on company value, 10) Profitability as a mediation variable is not able to mediate the influence of institutional ownership variables on company value

The Impact of Board of Directors on the Disclosure of Sustainable Development of Listed Firms

Vietnam is a developing country with many remarkable achievements. However, in recent years, economic and social development in Vietnam still relies heavily on the exploitation of natural resources; labor productivity is still low; production technology and consumption models still use a lot of energy and raw materials and emit a lot of waste. Vietnam's development process is facing many severe challenges, with potential risks of unsustainable development such as climate change, environmental pollution, depletion of natural resources, etc. Therefore, Vietnamese firms need to be aware that economic development is always associated with environmental protection activities and social responsibility. This study is conducted to investigate the impact level of the disclosure of sustainable development of Vietnamese listed firms. The study determines the impact of board of directors on the level of sustainable development information disclosure of these firms. Data was collected from annual reports, corporate sustainability reports, management reports, and financial reports of 345 firms in 2023. The results reveal that the level of disclosure of sustainable development of Vietnamese listed firms is low, no firm discloses 100% fully, some firms do not publish sustainable development information. The findings also show that the level of mandatory disclosure of sustainable development is higher than the level of voluntary disclosure of sustainable development. The research results show that The board of directors factors do not impact the level of mandatory disclosure of sustainable development. There are four determinants related to the board of directors that impact the level of voluntary disclosure of sustainable development, including board size, board independence, the proportion of foreign BOD members, the chairman-cum-CEO have a positive impact (in the same direction) on the level of disclosure of sustainable development. Based on the findings, several recommendations are proposed for promoting the disclosure of sustainable development information on the side of Vietnamese listed firms.

Research on Relationship Between Governance Structure and Corporate Performance of Chinese Technology Companies

In the post-pandemic age of 2023, the economy is in recovery. Despite the distinctive qualities of technology firms, such as quick development and high levels of innovation, they face problems such as economic downturns and funding issues. As a result, the corporate governance structure is critical to guaranteeing the firms' long-term viability. The purpose of this article is to examine 252 publicly traded technology companies and investigate the link between corporate financial performance and corporate governance arrangements. This article used Ordinary Least Squares (OLS) analysis to look at the link between board independence, Chief Executive Officer (CEO) duality, ownership concentration, and return on equity (ROE). The regression findings indicate a negative association between ROE and the proportion of independent directors. However, there is no substantial association between the duality of ROE and the CEO, and ROE has a U-shaped relationship with ownership concentration. The study's findings imply that corporate executives and regulators should adopt an effective monitoring mechanism to ensure the impartiality and reliability of independent directors' oversight. To ensure strong financial performance, organizations should maintain appropriate levels of independent director percentages and stock concentration.

The composition of listed family firm boards in South Africa: Alignment to best practices and governance codes

Purpose: As elsewhere in the world, family firms (FFs) play a critical role in the South African economy. There is, however, scant research on how, if at all, listed South African FFs differ from their non-family counterparts concerning board composition and independence. The purpose of this study was to address this knowledge gap by investigating director and chair independence, chair-chief executive officer (CEO) role duality, board race and gender diversity, as well as board rotation at FFs listed on the Johannesburg Stock Exchange (JSE) over the period 2006 to 2022. The study was informed by the agency, socioemotional wealth, and stewardship theories.Design/methodology/approach: Data were collected on 753 directors who served on the boards of 37 JSE-listed FFs. Data sources included Bloomberg and the FFs’ integrated reports and websites. Data were analysed by examining trends in the considered variables over time.Findings/results: While family involvement at board level remained relatively constant, considerably fewer family members served as board chairs and CEOs towards the end of the research period. Board independence increased significantly over the research period.Practical implications: Shareholder activists’ requests for improved board governance of JSE-listed FFs seem justified. Activists should, however, also consider the benefits of family stewardship when evaluating director and chair independence in these firms. This study also identifies practical implications for nomination committees and investor education.Originality/value: The use of multiple theoretical lenses provides a balanced view of board governance at JSE-listed FFs. The study contributes to the scant body of knowledge on board composition and independence in listed FFs in South Africa, which will enable future FF research.

CORPORATE GOVERNANCE REFORMS IN THE BANKING SECTOR: ENHANCING STABILITY AND PROTECTING DEPOSITORS& INTERESTS

The global financial crisis of 2008 exposed significant weaknesses in the corporate governance practices of banks, leading to excessive risk-taking, lack of oversight, and eventual failures. In response, corporate governance reforms have been implemented in the banking sector to enhance stability, restore public confidence, and protect the interests of depositors. Effective corporate governance ensures that banks are managed responsibly, aligning the interests of various stakeholders. Key areas of focus for these reforms include board composition and effectiveness, risk governance and management, remuneration policies, internal controls and auditing, transparency and disclosure, and stakeholder engagement. Reforms emphasize the importance of having a diverse and independent board, robust risk management frameworks, aligning executive compensation with long-term performance, strengthening internal controls and auditing processes, enhancing transparency and disclosure requirements, and engaging with stakeholders, including depositors. Initiatives such as the Basel Committee on Banking Supervision's guidelines and the European Union's Capital Requirements Directive IV (CRD IV) have aimed to strengthen governance frameworks and promote best practices within the banking industry. These reforms mandate the establishment of dedicated risk committees, stress testing practices, clawback provisions in remuneration structures, and the implementation of effective compliance and auditing functions. Effective implementation of corporate governance reforms is crucial for enhancing financial stability, mitigating systemic risks, and protecting depositors' interests. By promoting responsible and ethical practices, strengthening oversight mechanisms, and aligning incentives with long-term sustainability, these reforms aim to restore public confidence in the banking industry and contribute to the overall resilience of the financial system. Keywords: Corporate Governance, Banking Regulations, Risk Management, Transparency, Financial Stability

The Influence of Good Corporate Governance Mechanism and Audit Quality on the Level of Accounting Conservatism

The objective of this study is to determine whether Managerial Ownership, an Independent Board of Commissioners, a Board of Directors, an Audit Committee, and Audit Quality influence Accounting Conservatism in Manufacturing companies listed on the Indonesia Stock Exchange (IDX) between 2019 and 2022. The sampling technique was purposive sampling of 37 companies that satisfied the criteria. The technique employs panel data regression analysis with the Eviews 12 software. The outcomes of the study show that partial managerial ownership and the board of directors have an impact on accounting conservatism. Meanwhile, the independent board of commissioners, audit committee, and audit quality all demonstrate that they have little impact on accounting conservatism. Simultaneously, the research findings reveal that managerial ownership, an independent board of commissioners, a board of directors, an audit committee, and audit quality all have an impact on accounting conservatism.

The Influence of Governance Characteristics and Enterprise Risk Management on Intellectual Capital in Banking in Indonesia

Intellectual capital (IC) is a crucial driver of developing knowledge-based economic value for an organization, such as a bank. With intellectual capital, company can generate knowledge-based economic value as a source of competitive advantage, influencing innovation and value for stakeholders. This research aims to analyze and explain the influence of governance characteristics and enterprise risk management on intellectual capital in banking in Indonesia. The independent variables are audit committee, board independence, institutional ownership, enterprise risk management, return on assets, leverage and corporate social responsibility as well as the dependent variable intellectual capital. The data used in this research is secondary data sourced from the annual reports of banking companies listed on the Indonesia Stock Exchange (BEI) during the period 2018 to 2022. The research sample was selected using a purposive sampling method so that 42 companies were sampled. The data analysis used to test the hypothesis is multiple regression analysis using e-views 9. The research results show that the audit committee has a positive effect, board independence has a negative effect, institutional ownership has a negative effect, enterprise risk management has no effect, return on assets has an effect positively, leverage has no effect, and corporate social responsibility has a negative effect on intellectual capital. Implications of this research to understand how bank managers affect intellectual capital, this study examines a variety of factors, including audit committee, board independence, institutional ownership, enterprise risk management, return on assets, leverage and corporate social responsibility. It suggests that managers should focus on enhancing their intellectual capital to make informed investment decisions and effectively manage their bank's resources, thereby enhancing their investment performance.

The effect of corporate governance on financial fragility in non-financial companies: a Minskyian approach

PurposeThis study aims to examine the effect of corporate governance (CG) mechanisms on financial fragility in non-financial corporations, using Nishi’s operationalization of Minsky’s financial instability hypothesis. Specifically, the study investigates the influence of board size, board independence, CEO duality and audit quality on the financial fragility of non-financial companies (NFCs).Design/methodology/approachUsing a panel logit regression model, the authors analyse annual data from (66) NFCs listed on the Amman Stock Exchange, spanning over the period 2015–2021. This methodology enables us to assess the relationships between the identified CG mechanisms and the categorical proxy of financial fragility.FindingsThe findings of this study reveal that a large share of NFCs fall within Minsky’s “Ponzi” classification, indicating elevated levels of financial vulnerability. Remarkably, the analysis demonstrates that larger board sizes and the CEO-Chairman duality exacerbate financial fragility within these firms. Conversely, the study results suggest that board independence and audit quality exhibit limited effects on financial fragility. In addition, profitability, firm size and financial leverage are identified as key predictors of financial fragility.Originality/valueThis study adds to the current literature by using a financial fragility index grounded in Minsky’s financial instability hypothesis. The constructed index is then used to examine specific CG factors in relation to financial fragility, which offers new insights into the dynamics influencing the default exposure of NFCs. Furthermore, the study findings have direct implications for policymakers and stakeholders aiming to enhance CG practices and foster financial stability in the private sector.

Corporate governance dynamics in financial institution performance: A panel data analysis

The study aims to identify the effect of corporate governance factors on financial institution performance in Bangladesh. This study employs annual data for 20 financial institutions, including banks, NBFIs, and insurance companies, data is collected from 2011 to 2022. Here, three corporate governance indicators are utilized – board size, board independence, and director’s ownership. The performance of the financial institutions is measured using return on assets (ROA), return on equity (ROE), and net asset value (NAV). Apart from the corporate governance variables, three company-specific factors, i.e., firm age, financial leverage, and firm size, are used as the control variables. Panel data analysis is conducted through the dynamic Feasible Generalize Least Square (FGLS) method, and the robustness is performed using the random effect model. The results show that corporate governance parameter such as board size has a significant positive influence on financial institution performance in Bangladesh, where board independence and director ownership do not have a significant influence on the performance of financial institutions. Thus, the performance of financial institutions increases when board size increases. This indicates that board members are actively engaged in strategic decision-making and ensure the rights of all stakeholders, which helps improve financial institutions’ overall performance. Therefore, financial institutions may increase their board size to the maximum level to ensure better corporate governance practices in the organizations, which ultimately increases performance.

Legal status of an independent board member: A comparative perspective between the legal position in Kuwait and USA

While there is no clear definition of what corporate governance is, corporate governance principles can be described as an intervention in the management of a company. Every listed company must have a board of directors. One of the most important corporate governance principles is to strengthen the board composition by having an independent director. This article deals with one of the most important issues related to corporate governance of Kuwait's main securities market: having independent directors on the board. Corporate governance as it relates to listed companies is sensitive to economic, social and political variables. Consequently, the 2015 Kuwaiti Corporate Governance Code (KCGC) raises a number of questions. For example, what requirements should list companies follow when appointing independent directors? To what extent are listed companies obliged to apply it in present circumstances? Finally, can practical solutions be found that will satisfy the parties concerned? In discussing the role of independent director in KSE, this paper will compare the provisions of corporate governance in the New York Stock Exchange (NYSE) and those in Kuwait Stock Exchange (KSE). This article will be underpinned by a comparative legal analysis of the NYSE relating to corporate governance in an effort to improve the KCGC. Keywords: independent director, corporate governance, Kuwaiti Stock Exchange, New York Stock Exchange