OHS liability, corporate officers and corporate groups

This article examines the new model for corporate officer liability under section 144 of the Occupational Health and Safety Act 2004 (Vic), and explores the extent to which this might effectively extend responsibility for OHS offences to members of corporate groups, such as holding companies. In doing so, the authors canvass the failure of corporate law to impose such obligations on corporate officers in general, and on holding companies as shadow officers. It is argued that provisions such as section 144 of the Victorian Act should be included in all OHS legislation.

The contingent effects of differentiation and integration on corporate entrepreneurship

This paper develops a contingency view regarding the effects of structural differentiation and integration on levels of corporate entrepreneurship. Integrating notions of benefits and costs resulting from integration with structural contingency theory, we argue that the joint effects of structural differentiation and integration on corporate entrepreneurship levels are moderated by organizational size and environmental dynamism. Our findings from a time-separated sample demonstrate that in smaller organizations and more dynamic environments, the positive effects of integration on the structural differentiation-corporate entrepreneurship relationship strongly diminish. As such, with this research we begin to identify contingencies that influence the corporate entrepreneurship levels observed among firms striving to balance the needs for structural differentiation and integration.

Corporate governance and bankruptcy risk

We examine how firm characteristics, particularly the degree of firm complexity and the firm’s need for specialty knowledge, affect the relationship between corporate governance and the risk of bankruptcy. We find that having larger boards reduces the risk of bankruptcy only for complex firms. Our results also suggest that the proportion of inside directors on the board is inversely associated with the risk of bankruptcy in firms that require more specialist knowledge, and that the reverse is true in technically unsophisticated firms. The results further reveal that the additional explanatory power from corporate governance variables becomes stronger as the time to bankruptcy is increased, implying that although corporate governance variables are important predictors, governance changes are likely to be too late to save a firm on the verge of bankruptcy.

Agency problems of corporate philanthropy

Evaluating agency theory and optimal contracting theory views of corporate philanthropy, we find that as corporate giving increases, shareholders reduce their valuation of firm cash holdings. Dividend increases following the 2003 Tax Reform Act are associated with reduced corporate giving. Using a natural experiment, we find that corporate giving is positively (negatively) associated with CEO charity preferences (CEO shareholdings and corporate governance quality). Evidence from CEO-affiliated charity donations, market reactions to insider-affiliated donations, its relation to CEO compensation, and firm contributions to director-affiliated charities indicates that corporate donations advance CEO interests and suggests misuses of corporate resources that reduce firm value.

Corporate governance quality, audit fees and non-audit services fees

This paper extends prior research on the relationship between governance quality and auditor remuneration.We examine the influence of audit committee effectiveness (ACE), a proxy for governance quality, on audit fees (AF) and non-audit services fees (NASF) using a new composite measure comprising audit committee independence, expertise, diligence and size. We find that after controlling for board of director characteristics, there is a significant positive association between ACE and AF only for larger clients. Our results indicate that effective audit committees undertake more monitoring which results in wider audit scope and higher audit fees. Contrary to our expectations, we find the association between ACE and NASF to be positive and significant, especially for larger clients. This suggests that larger clients are more likely to purchase non-audit services (NAS) even in the presence of effective audit committees probably due to the complexity of their activities. Overall, our findings support regulatory initiatives aimed at improving corporate governance quality.

The Corporate Governance Effects of Audit Committee

This chapter provides a synthesis and evaluation of empirical research on the governance effects associated with audit committees. Given recent policy recommendations in several countries aimed at strengthening these committees, it is important to establish what research evidence demonstrates about their existing governance contribution. A framework for analyzing the impact of audit committees is described, identifying potential perceived effects which may have led to their adoption and documented effects on aspects of the audit function, on financial reporting quality and on corporate performance. It is also shown that most of the existing research has focused on factors associated with audit committee existence, characteristics, and measures of activity and there is very little evidence on the processes associated with the operation of audit committees and the manner in which they influence organizational behavior. It is clear that there is no automatic relationship between the adoption of audit committee structures or characteristics and the achievement of particular governance effects, and caution may be needed over expectations that greater codification around factors such as audit committee members’ independence and expertise as the means of ‘‘correcting’’ past weaknesses in the arrangements for audit committees. The most fundamental question concerning what difference audit committees make in practice continues to be an important area for research development. For future research we suggest: (1) greater consideration of the organizational and institutional contexts in which audit committees operate; (2) explicit theorization of the processes associated with audit committee operation; (3) complementing extant research methods with field studies; and (4) investigation of unintended as well as expected consequences of audit committees.

Corporate governance in 2010 : what will change?

2010 is expected to see the publication of a new UK Code on Corporate Governance, replacing the Combined Code. Why is a new code being issued? What significant changes are proposed? WIll it change the corporate governance world?

Financial Reserves : A Necessary Condition for Not-for-Profit Sustainability?

Should not-for-profit (NFP) organisations hold reserves to hedge uncertainty and protect mission delivery? This chapter outlines the nature and contxt of NFP reserves. many would accept that actors within NFP organisations have a broad accountability to ensure sustinability where an appropriate mission exists, and that sustinability is assisted or ensured through the purposeful accumulation of reserves. This chapter examins current relevant literature on reserves, reviews various approaches to reserves accumulation across jurisdictions and reports what is known about practice. We highlight the tension faced by NFP organisations, balancing mission spending against the need to hedge uncertainty. We investigate the role of reserves, and how an appropriate level is determined to ensure a NFP board's accountability for organisational sustinability. This issue is particularly significant in the period following the global financial crisis, and while practitioner interest is evident, there has been little academic attention paid to the topic of NFP reserves, and 'very few [articles] have even forcused on related topics' (Calabrese, 2011, p. 282).

Constraints and characteristics of flexible work arrangements in small not-for-profit firms

There is a great deal of research that examines flexible working arrangements, but this work tends to be concentrated in large organisations. This research examines the approach taken to flexible working arrangements in five small community based, not for profit organisations. We present three propositions that aim to understand the constraints and the characteristics of flexible work in this rarely studied sector.

Institutional investors, risk/performance and corporate governance

Modern portfolio theory suggests that investors minimize risk for a given level of expected return by carefully choosing the proportions of various assets. This study sets out to determine the role of the institutional investor in monitoring risk and firm performance. Using a sample of Australian firms from 2006 to 2008, our empirical study shows a positive association between firm-specific risk, risk-management policy, and performance for firms with increasing institutional shareholdings. The study also finds that the significance of this association depends on the institutional investor's ability to influence management, which in turn depends on the size of ownership and whether the investee firm does not have potential business dealings with the investor. We also find that when firms are financially distressed, institutional investors engage in promoting short-term performance or exit rather than support long-term value creation. The results are robust while controlling the potential for endogeneity and using sensitivity tests to control for variants of performance and risk. These findings add to the growing body of literature examining institutional ownership and the importance of understanding the role of risk-management in the risk and return relation.

Social audits and global clothing supply chains : some observations

This study provides some preliminary insight in relation to the use of social audits by the global clothing and retail companies that source garment products from developing nations. In the era of globalisation, companies based in developed nations have transferred their production locations to many parts of the developing nations. At the same time, there are widespread global stakeholder concerns about the use of child labour, inadequate health and safety standards and poor working conditions at many of these production locations. Social audits appear to be a tool used by companies to monitor working conditions and to ensure that manufacturing takes place in a humane working environment. The study finds that companies use social auditing in order to maintain their legitimacy within the wider community.

Internet-wide scanning taxonomy and framework

Industrial control systems (ICS) have been moving from dedicated communications to switched and routed corporate networks, making it probable that these devices are being exposed to the Internet. Many ICS have been designed with poor or little security features, making them vulnerable to potential attack. Recently, several tools have been developed that can scan the internet, including ZMap, Masscan and Shodan. However, little in-depth analysis has been done to compare these Internet-wide scanning techniques, and few Internet-wide scans have been conducted targeting ICS and protocols. In this paper we present a Taxonomy of Internet-wide scanning with a comparison of three popular network scanning tools, and a framework for conducting Internet-wide scans.

Trial by media: An empirical investigation of corporate reputation and stock returns in Australia

This article examines whether investors are able to generate abnormal risk-adjusted returns in the Australian market based on media-specific firm reputational factors under market uncertainty between 2004 and 2012. The findings suggest that after controlling for crisis-centric time periods and market risk factors, contrarian trading strategies produce abnormal returns for poor corporate reputation firms but not for their good corporate reputation counterparts. Corporate reputation may be a driver of performance for poorly performing Australian firms and could be considered a stimulus for trading activity due to its explanatory capabilities.