An analysis of the nature and effectiveness of corporate governance in smaller listed Australian companies

The objective of this thesis is to investigate the corporate governance attributes of smaller listed Australian firms. This study is motivated by evidence that these firms are associated with more regulatory concerns, the introduction of ASX Corporate Governance Recommendations in 2004, and a paucity of research to guide regulators and stakeholders of smaller firms. While there is an extensive body of literature examining the effectiveness of corporate governance, the literature principally focuses on larger companies, resulting in a deficiency in the understanding of the nature and effectiveness of corporate governance in smaller firms. Based on a review of agency theory literature, a theoretical model is developed that posits that agency costs are mitigated by internal governance mechanisms and transparency. The model includes external governance factors but in many smaller firms these factors are potentially absent, increasing the reliance on the internal governance mechanisms of the firm. Based on the model, the observed greater regulatory intervention in smaller companies may be due to sub-optimal internal governance practices. Accordingly, this study addresses four broad research questions (RQs). First, what is the extent and nature of the ASX Recommendations that have been adopted by smaller firms (RQ1)? Second, what firm characteristics explain differences in the recommendations adopted by smaller listed firms (RQ2), and third, what firm characteristics explain changes in the governance of smaller firms over time (RQ3)? Fourth, how effective are the corporate governance attributes of smaller firms (RQ4)? Six hypotheses are developed to address the RQs. The first two hypotheses explore the extent and nature of corporate governance, while the remaining hypotheses evaluate its effectiveness. A time-series, cross-sectional approach is used to evaluate the effectiveness of governance. Three models, based on individual governance attributes, an index of six items derived from the literature, and an index based on the full list of ASX Recommendations, are developed and tested using a sample of 298 smaller firms with annual observations over a five-year period (2002-2006) before and after the introduction of the ASX Recommendations in 2004. With respect to (RQ1) the results reveal that the overall adoption of the recommendations increased from 66 per cent in 2004 to 74 per cent in 2006. Interestingly, the adoption rate for recommendations regarding the structure of the board and formation of committees is significantly lower than the rates for other categories of recommendations. With respect to (RQ2) the results reveal that variations in rates of adoption are explained by key firm differences including, firm size, profitability, board size, audit quality, and ownership dispersion, while the results for (RQ3) were inconclusive. With respect to (RQ4), the results provide support for the association between better governance and superior accounting-based performance. In particular, the results highlight the importance of the independence of both the board and audit committee chairs, and of greater accounting-based expertise on the audit committee. In contrast, while there is little evidence that a majority independent board is associated with superior outcomes, there is evidence linking board independence with adverse audit opinion outcomes. These results suggest that board and chair independence are substitutes; in the presence of an independent chair a majority independent board may be an unnecessary and costly investment for smaller firms. The findings make several important contributions. First, the findings contribute to the literature by providing evidence on the extent, nature and effectiveness of governance in smaller firms. The findings also contribute to the policy debate regarding future development of Australia’s corporate governance code. The findings regarding board and chair independence, and audit committee characteristics, suggest that policy-makers could consider providing additional guidance for smaller companies. In general, the findings offer support for the “if not, why not?” approach of the ASX, rather than a prescriptive rules-based approach.

The impact of the Malaysian code on corporate governance: compliance, institutional investors and stock performance

In 2001, the Malaysian Code on Corporate Governance (MCCG) became an integral part of the Bursa Malaysia Listing Rules, which requires all listed firms to disclose the extent of compliance with the MCCG. Our panel analysis of 440 firms from 1999 to 2002 finds that corporate governance reform in Malaysia has been successful, with a significant improvement in governance practices. The relationship between ownership by the Employees Provident Fund (EPF) and corporate governance has strengthened during the period subsequent to the reform, in line with the lead role taken by the EPF in establishing the Minority Shareholders Watchdog Group. The implementation of MCCG has had a substantial effect on shareholders' wealth, increasing stock prices by an average of about 4.8%. Although there is no evidence that politically connected firms perform better, political connections do have a significantly negative effect on corporate governance, which is mitigated by institutional ownership.

Corporate governance, accounting and finance: a review

We review accounting and finance research on corporate governance (CG). In the course of our review, we focus on a particularly vexing issue, namely endogeneity in the relationships between CG and other matters of concern to accounting and finance scholars, and suggest ways to deal with it. Given the advent of large commercial CG databases, we also stress the importance of how CG is measured and in particular, the construction of CG indices, which should be sensitive to local institutional arrangements, and the need to capture both internal and external aspects of governance. The ‘stickiness’ of CG characteristics provides an additional challenge to CG scholars. Better theory is required, for example, to explain whether various CG practices substitute for each other or are complements. While a multidisciplinary approach to developing better theory is never without its difficulties, it could enrich the current body of knowledge in CG. Despite the vastness of the existing CG literature, these issues do suggest a number of avenues for future research.

Bricolage as a path to innovation for resource constrained new firms

Evidence suggests that both start-up and young firms (henceforth: new firms) – despite typically being resource-constrained – are sometimes able to innovate (Katila & Shane 2005). Such firms are seldom able to invest in expensive innovation processes, which suggests that they may rely on other pathways to innovation. In this paper, we test arguments that “bricolage,” defined as making do by applying combinations of the resources at hand to new problems and opportunities, provides a pathway to innovation for new firms. Our results suggest that variations in bricolage behaviors can provide an explanation of innovation under resource constraints by new firms.

Managerial cognition and reputation : does communication about firms’ intangibles affect performance?

Corporate reputation is viewed as fundamental to firm performance, growth and survival and the maintenance and enhancement of that reputation is a key responsibility of senior executives. However, relatively little is known about the main dimensions of corporate reputation and the amount of attention given to them by senior executives. Based on the corporate reputation and intangible resources literatures, thirteen reputational elements were identified and the amount of attention given to those elements in a large, longitudinal sample of annual reports from Australian firms was measured using computer aided text analysis. This identified five, main reputational dimensions that were both stable over time and related to firms’ future financial performance.

Why adopt now? Multiple case studies and survey studies comparing small, medium and large firms

While a number of factors have been highlighted in the innovation adoption literature, little is known about whether different factors are related to innovation adoption in differently-sized firms. We used preliminary case studies of small, medium and large firms to ground our hypotheses, which were then tested using a survey of 94 firms. We found that external stakeholder pressure and non-financial readiness were related to innovation adoption in SMEs; but that for large firms, adoption was related to the opportunity to innovate. It may be that the difficulties of adopting innovations, including both the financial cost and the effort involved, are too great for SMEs to overcome unless there is either a compelling need (external pressure) or enough in-house capability (non-financial readiness). This suggests that SMEs are more likely to have innovation “pushed” onto them while large firms are more likely to “pull” innovations when they have the opportunity.

An epistemic community as influencer and implementer in local government accounting in Australia

This paper adopts an epistemic community framework to explicate the dual role of epistemic communities as influencers of accounting policy within regulatory space and as implementers who effect change within the domain of accounting. The context is the adoption and implementation of fair value accounting within local government in New South Wales (NSW). The roles and functions of Australian local government are extensive, and include the development and maintenance of infrastructure, provision of recreational facilities, certain health and community services, buildings, cultural facilities, and in some cases, water and sewerage (Australian Local Government Association, 2009). The NSW state Department of Local Government (DLG) is responsible for legislation and policy development to ensure that local councils are able to deliver ‘quality services to their communities in a sustainable manner’ (DLG, 2008c). These local councils receive revenue from various sources including property rates, government grants and user-pays service provision. In July 2006 the DLG issued Circular 06-453 to councils (DLG, 2006c), mandating the staged adoption of fair value measurement of infrastructure assets. This directive followed the policy of NSW State Treasury (NSW Treasury, 2007),4 and an independent inquiry into the financial sustainability of local councils (LGSA, 2006). It was an attempt to resolve the inconsistency in public sector asset valuation in NSW Local Governments, and to provide greater usefulness and comparability of financial statements.5 The focus of this study is the mobilization of accounting change by the DLG within this wider political context. When a regulatory problem arises, those with political power seek advice from professionals with relevant skill and expertise (Potter, 2005). This paper explores the way in which professionals diffuse accounting ‘problems’ and the associated accounting solutions ‘across time and space’ (Potter, 2005, p. 277). The DLG’s fair value accounting policy emanated from a ‘regulatory space’ (Hancher and Moran, 1989)6 as a result of negotiations between many parties, including accounting and finance professionals. Operating within the local government sector, these professionals were identified by the DLG as being capable of providing helpful input. They were also responsible for the implementation of the new olicy within local councils. Accordingly they have been dentified as an pistemic community with the ability to ranslate regulatory power by changing he domain of ccounting (Potter, 2005, p. 278).7 The paper is organised as follows. The background to the LG’s decision to require the introduction of fair value accounting for infrastructure assets is explored. Following this, the method of the study is described, and the epistemic community framework outlined. In the next sections, evidence of the influencing and implementing roles of epistemic groups is provided. Finally, conclusions are drawn about the significance of these groups both within regulatory space in developing accounting regulation, and in embedding change within the domain of accounting.

From go to woe : how a not-for-profit managed the change to accrual accounting

Purpose – The aim of this paper is to examine the process of change in an Australian not-for-profit organization, from a cash-based to an accrual-based accounting system. Its particular focus is the relationship between the image portrayed by accrual accounting adoption and the technical realities of the new system. Design/methodology/approach – Data were gathered from interviews, documents and meetings, and were contextualized and interpreted using institutional theory. Findings – The decision to change to accrual accounting was made at the top of the organizational hierarchy in response to institutional pressure to present a corporate image. The implementation of the new system was poorly conceived, inadequately resourced, and hampered by an authoritarian structure that effectively ignored the technical incompetence and training needs of many accounting staff. This resulted in an accounting system half way between cash and accrual, and very different from the system as it had been promoted. The process caused conflict at all levels of the organizational hierarchy. Research limitations/implications – Accounting in not-for-profit organizations is an under-researched area offering potential for fruitful research in a changing institutional landscape. This institutional approach, while offering just one interpretation of the qualitative data gathered in this project, provides valuable insights about the process of change. Practical implications – Not-for-profit organizations play a vital economic and social role, and need carefully to assess their responses to ongoing institutional pressures. In implementing change, they face the challenge of balancing the promotion of an institutionally acceptable image and the need for technical efficiencies. Originality/value – The examination of change in an organization provides a rich context for the exploration of the dynamic, problematic process by which a new accounting practice is embedded and institutionalized. Keywords Institutional theory, Not-for-profit organizations, Accrual accounting, Change process, Qualitative research, Change management, Decision making, Training needs, Australia Paper type Research paper

HR practices and challenges in Chinese firms : comparison with Western firms

This research compares Chinese HRM with Western HRM, particularly in the areas of development of HR information systems (HRIS) and HR measurement systems and their relation to HR’s involvement as a strategic partner in firms. The research uses a 3-stage model of HRIS (workforce profiling, business insight, and strategic driver) based on studies of Irmer and Ellerby (2005) and Boudreau and Ramstad (2003) to compare the relative stages of development of Chinese and Western HRM. The quantitative aspect of the study comprises a survey of senior HR practitioners from 171 Chinese firms whose data is compared with data from Irmer and Ellerby’s study of Australian and U.S. HRM (2005) and Lawler et al’s series of studies of U.S firms (1995, 1998, 2001, 2004). The main results of the comparison are that Chinese HRM generally lags behind Western HRM. In particular, Chinese HR professionals allocate less time to strategic activities and their roles are less strategic than those of Western HR professionals. The HR measurement systems of Chinese firms are more limited in function, and the HR information systems of Chinese companies are less automated and integrated. However there is also evidence of a “two speed” HR system in China with a small proportion of firms having highly sophisticated HR systems but with a much larger proportion of Chinese firms than in the West having only the most basic HR information systems. This ‘two speed” system is in part attributable to a split between the relatively advanced HR systems of large State Owned Enterprises and the basic systems that predominate in smaller, growing Local Private firms. The survey study is complemented by a series of interviews with a number of senior Chinese HR practitioners who provide richer insights into their experiences and the challenges they face in contemporary Chinese firms.

The HRM practices of innovative knowledge-intensive firms

There is little research on HRM practices in knowledge-intensive firms (KIFs), especially in comparison to that conducted in traditional production environments. Whether such HRM practices are appropriate for KIFs, particularly ones that differentiate themselves on their ability to innovate, is the basis of this research. The study investigates the HRM practices being used by four innovative firms: two KIFs and two traditional production companies. The findings suggest that there are some similarities between the HRM practices of the case firms, but there are also important differences. Specifically, the KIFs emphasise use of selection criteria and processes that secure a workforce with a desire for challenging work and the ability to work collaboratively. The KIFs are also more likely to provide a breadth of training and development opportunities for teams and individuals, to make extensive use of performance management systems, and to utilise a range of strategies to encourage and reward innovation.

A model of organizational innovation implementation effectiveness in small to medium firms

The present study aims to validate the current best-practice model of implementation effectiveness in small and mid-size businesses. Data from 135 organizations largely confirm the original model across various types of innovation. In addition, we extended this work by highlighting the importance of human resources in implementation effectiveness and the consequences of innovation effectiveness on future adoption attitudes. We found that the availability of skilled employees was positively related to implementation effectiveness. Furthermore, organizations that perceived a high level of benefits from implemented innovations were likely to have a positive attitude towards future innovation adoption. The implications of our improvements to the original model of implementation effectiveness are discussed.

Corporate governance mechanisms and earnings management in transitional countries – evidence from Chinese listed firms

The objective of this thesis is to investigate whether the corporate governance practices adopted by Chinese listed firms are associated with the quality of earnings information. Based on a review of agency and institutional theory, this study develops hypotheses that predict the monitoring effectiveness of the board and the audit committee. Using a combination of univariate and multivariate analyses, the association between corporate governance mechanisms and earnings management are tested from 2004 to 2008. Through analysing the empirical results, a number of findings are summarised as below. First, board independence is weakened by the introduction of government officials as independent directors on the boards. Government officials acting as independent directors, claim that they meet the definition of independent director set by the regulation. However, they have some connection with the State, which is the controlling shareholder in listed SOEs affiliated companies. Consequently, the effect of the independent director’s expertise in constraining earnings management is mitigated as demonstrated by an insignificant association between board expertise and earnings management. An alternative explanation for the inefficiency of board independence may point to the pre-selection of independent directors by the powerful CEO. It is argued that a CEO can manipulate the board composition and choose the "desirable" independent directors to monitor themselves. Second, a number of internal mechanisms, such as board size, board activities, and the separation of the roles of the CEO and chair are found to be significantly associated with discretionary accruals. This result suggests that there are advantages in having a large and active board in the Chinese setting. This can offset the disadvantages associated with large boards, such as increased bureaucracy, and hence, increase the constraining effects of a large and resourceful board. Third, factor analysis identifies two factors: CEO power and board power. CEO power is the factor which consists of CEO duality and turnover, and board power is composed of board size and board activity. The results of CEO power show that if a Chinese listed company has CEO duality and turnover at the same time, it is more likely to have a high level of earnings management. The significant and negative relationship between board power and accruals indicate that large boards with frequent meetings can be associated with low level of earnings management. Overall, the factor analysis suggests that certain governance mechanisms complement each other to become more efficient monitors of opportunistic earnings management. A combination of board characteristics can increase the negative association with earnings management. Fourth, the insignificant results between audit committees and earnings management in Chinese listed firms suggests that the Chinese regulator should strengthen the audit committee functions. This thesis calls for listed firms to disclose more information on audit committee composition and activities, which can facilitate future research on the Chinese audit committee’s monitoring role. Fifth, the interactive results between State ownership and board characteristics show that dominant State ownership has a moderating effect on board monitoring power as the State totally controls 42% of the issued shares. The high percentage of State ownership makes it difficult for the non-controlling institutional shareholders to challenge the State’s dominant status. As a result, the association between non-controlling institutional ownership and earnings management is insignificant in most situations. Lastly, firms audited by the international Big4 have lower abnormal accruals than firms audited by domestic Chinese audit firms. In addition, the inverse U-shape relationship between audit tenure and earnings quality demonstrates the changing effects of audit quality after a certain period of appointment. Furthermore, this thesis finds that listing in Hong Kong Stock Exchanges can be an alternative governance mechanism to discipline Chinese firms to follow strict Hong Kong listing requirements. Management of Hong Kong listed companies are exposed to the scrutiny of international investors and Hong Kong regulators. This in turn reduces their chances of conducting self-interested earnings manipulation. This study is designed to fill the gap in governance literature in China that is related to earnings management. Previous research on corporate governance mechanisms and earnings management in China is not conclusive. The current research builds on previous literature and provides some meaningful implications for practitioners, regulators, academic, and international investors who have investment interests in a transitional country. The findings of this study contribute to corporate governance and earnings management literature in the context of the transitional economy of China. The use of alternative measures for earnings management yields similar results compared with the accruals models and produces additional findings.

Towards a model of dynamic capabilities in innovation-based competitive strategy : insights from project-oriented service firms

With the growing significance of services in most developed economies, there is an increased interest in the role of service innovation in service firm competitive strategy. Despite growing literature on service innovation, it remains fragmented reflecting the need for a model that captures key antecedents driving the service innovation-based competitive advantage process. Building on extant literature and using thirteen in-depth interviews with CEOs of project-oriented service firms, this paper presents a model of innovation-based competitive advantage. The emergent model suggests that entrepreneurial service firms pursuing innovation carefully select and use dynamic capabilities that enable them to achieve greater innovation and sustained competitive advantage. Our findings indicate that firms purposefully use create, extend and modify processes to build and nurture key dynamic capabilities. The paper presents a set of theoretical propositions to guide future research. Implications for theory and practice are discussed. Finally, directions for future research are outlined.