An extract from the Report of the directors of Massachusetts State Prison, made to his excellency the governor and the honourable council. October 18, 1827. : Reviewing certain parts of the Second annual report of the Prison Discipline Society.

Mode of access: Internet.

Corporate governance and the timeliness of corporate internet reporting by U.K. listed companies

This study is an examination of the timeliness of corporate internet reporting by U.K. companies listed on the London Stock Exchange (LSE). The research examines the significance of several corporate governance and firm-specific characteristics as potential determinants of the timeliness of corporate internet reporting. Our primary analysis provides evidence of a significant association between timely corporate internet reporting and the corporate governance characteristics of board experience and board independence. Our findings provide evidence that boards with less cross directorships, more experience in terms of the average age of directors, and lower length in service for executive directors provide more timely corporate internet reporting.We find that board independence is negatively associated with timely corporate internet reporting. Follow-up analysis provides additional evidence of a significant association between the timeliness of corporate internet reporting and board experience. The evidence indicates that role duality and block ownership are associated with less timely corporate internet reporting. Our findings also reveal strengths and weaknesses in the Internet reporting of U.K. listed companies. Companies need to voluntarily focus on improving the timeliness dimension of their corporate internet reporting so that the EU and U.K. accounting regulators do not replace recommendations with regulations.

Corporate governance and the timeliness of corporate internet reporting by U.K. listed companies

This study is an examination of the timeliness of corporate internet reporting by U.K. companies listed on the London Stock Exchange (LSE). The research examines the significance of several corporate governance and firm-specific characteristics as potential determinants of the timeliness of corporate internet reporting. Our primary analysis provides evidence of a significant association between timely corporate internet reporting and the corporate governance characteristics of board experience and board independence. Our findings provide evidence that boards with less cross directorships, more experience in terms of the average age of directors, and lower length in service for executive directors provide more timely corporate internet reporting. We find that board independence is negatively associated with timely corporate internet reporting. Follow-up analysis provides additional evidence of a significant association between the timeliness of corporate internet reporting and board experience. The evidence indicates that role duality and block ownership are associated with less timely corporate internet reporting. Our findings also reveal strengths and weaknesses in the Internet reporting of U.K. listed companies. Companies need to voluntarily focus on improving the timeliness dimension of their corporate internet reporting so that the EU and U.K. accounting regulators do not replace recommendations with regulations. © 2007 Elsevier Inc. All rights reserved.

Pathways to leadership:board independence, diversity, and the emerging pipeline in the US for women directors

In the wake of this decade's corporate scandals, crimes and excesses, improving the effectiveness of corporate governance in the United States has become a priority. An important influence on a board's effectiveness at monitoring is its members’ degree of independence from senior management. While the current definition of independence revolves around the absence of familial and economic connections between a firm and its directors, research suggests that this standard may be inadequate in ensuring independent oversight. Rather, diversity along racial, gender and other dimensions has been proposed as a potentially more effective standard for board independence. This is especially welcome news for women, who currently comprise 51 per cent of the US managerial workforce but only 14.8 per cent of the directors on boards of large, publicly traded US corporations. Some explain the current dearth of women board members by claiming that there are no qualified women available for board service and/or that women are not interested in board service. However, there is more anecdotal rather than empirical evidence on the issue. Surveying women at a women's leadership conference in Boston, this research investigates the extent to which women are currently involved in some type of board service and the extent to which women aspire to future board service. We find that women are currently more active in governance activities than prior research on corporate boards suggests and that they aspire to play a continued and expanded role in governance activities.

Frameworks in regulating company directors : rethinking the philosophical foundations to enhance accountability

Sets out a system of corporate governance regulation, aimed at combining legal and social methods of governing director behaviour and at creating a framework flexible enough to accommodate different business and ethical cultures. Outlines the theoretical basis of corporate governance and the broad responsibilities of directors, and discusses the extent to which they can and should be regulated. Discusses the constitution of a regulatory framework encompassing law, soft law and best practice, and ethics.

Regulating non-executive directors in Australia : a socio-legal approach

Discusses the role of legislation and codes of conduct in influencing the behaviour of non-executive directors. Outlines the functions of a board of directors and considers the role on non-executive directors in particular. Traces the development of standards of skill required on non-executive directors both under the Australian Corporations Act 2001 and under common law. Questions whether these have brought about a real change in behaviour. Considers whether professionalisation of directorship could be more effective.

Board members’ contribution to strategic decision-making in small firms

This article explores how the boards of small firms actually undertake to perform strategic tasks. Board strategic involvement has seldom been investigated in the context of small firms. We seek to make a contribution by investigating antecedents of board strategic involvement. The antecedents are “board working style” and “board quality attributes”, which go beyond the board composition features of board size, CEO duality, the ratio of non-executive to executive directors and ownership. Hypotheses were tested on a sample of 497 Norwegian firms (from 5 to 30 employees). Our results show that board working style and board quality attributes rather than board composition features enhance board strategic involvement. Moreover, board quality attributes outperform board working style in fostering board strategic involvement

Legislative proposals to codify directors' liability for insolvent trading in Hong Kong : a 10-year journey

Hong Kong is a modern global city with a reputation for well-regulated financial markets, but for years, the government had been trying to enact laws on corporate rescue procedures with relatively little success. It is under the pretext of the Global Financial Crisis, the threat of a future economic meltdown gave the Hong Kong government the impetus to revisit this issue. This third attempt to codify statutory obligations on directors’ liability for insolvent trading has been criticised for either setting the standards too high or low for directors trading whilst insolvent. There is also some reservation given the beliefs and values of directors in Chinese family-owned and controlled companies. These companies would most likely trade out the difficult times. Nevertheless, this does not negate from the fact that the enactment of corporate rescue procedures in Hong Kong in 2010 is a momentous achievement for the Hong Kong government.

Challenges in the supervisory boardroom : an exploratory study in the Netherlands

As a consequence of recent corporate governance reforms, the work of supervisory board members in the Dutch two-tier system has become more complex. The objectives of this study are to gain more insight in the current challenges that supervisory board members face and assess whether they are well-equipped to manage them. Based on a combination of an analysis of self-assessment reports, a web-based survey and semi-structured interviews, we conclude that the major challenges of supervisory board members lie in the field of interaction and collaboration with executives. Distinct ‘challenge areas’ were relatively often perceived as problematic as well as important, highlighting the need to improve the current functioning of boards. With regard to the skills that are present on supervisory boards, we find that individual qualities, like integrity, professionalism and knowledge, are better recognized than collective qualities for the supervisory board as a whole. In particular, openness and honesty are seen as important, but often lacking. The paper highlights several implications for scholars and practitioners.

Boardroom identities: can independence by 'cued' in directors?

Director independence is a cornerstone of fiduciary responsibility and good corporate governance. However, most directors are recruited because of the roles and networks they hold, meaning that there is an expectation that identities held by a director outside the boardroom will be used to benefit the company. While this often works well, it is acknowledged that many directors, either consciously or subconsciously, will at times allow themselves to be influenced by their other roles to the detriment of the governance process. In this paper we argue that identity theory can be used to explore the impact of ‘identity’ on corporate governance and that practical tools can be developed to actively assist directors to maintain ‘independence’ in the boardroom.

Collective equipments of power: The road and the city

A year ago, I became aware of the historical existence of the group CERFI— Le centre d’etudes, de recherches, et de formation institutionelles, or The Study Center for Institutional Research and Formation. CERFI emerged in 1967 under the hand of Lacanian psychiatrist and Trotskyite activist Félix Guattari, whose antonymous journal Recherches chronicled the group’s subversive experiences, experiments, and government-sponsored urban projects. It was a singularly bizarre meeting of the French bureaucracy with militant activist groups, the French intelligentsia, and architectural and planning practitioners at the close of the ‘60s. Nevertheless, CERFI’s analysis of the problems of society was undertaken precisely from the perspective of the state, and the Institute acknowledged a “deep complicity between the intellectual and statesman ... because the first critics of the State, are officials themselves!”1 CERFI developed out of FGERI (The Federation of Groups for Institutional Study and Research), started by Guattari two years earlier. While FGERI was created for the analysis of mental institutions stemming from Guattari’s work at La Borde, an experimental psychiatric clinic, CERFI marks the group’s shift toward urbanism—to the interrogation of the city itself. Not only a platform for radical debate on architecture and the city, CERFI was a direct agent in the development of urban planning schemata for new towns in France. 2 CERFI’s founding members were Guattari, the economist and urban theorist François Fourquet, feminist philosopher Liane Mozère, and urban planner and editor of Multitides Anne Querrien—Guattari’s close friend and collaborator. The architects Antoine Grumback, Alain Fabre, Macary, and Janine Joutel were also members, as well as urbanists Bruno Fortier, Rainier Hoddé, and Christian de Portzamparc. 3 CERFI was the quintessential social project of post-‘68 French urbanism. Located on the Far Left and openly opposed to the Communist Party, this Trotskyist cooperative was able to achieve what other institutions, according to Fourquet, with their “customary devices—the politburo, central committee, and the basic cells—had failed to do.”4 The decentralized institute recognized that any formal integration of the group was to “sign its own death warrant; so it embraced a skein of directors, entangled, forming knots, liquidating all at once, and spinning in an unknown direction, stopping short and returning back to another node.” Allergic to the very idea of “party,” CERFI was a creative project of free, hybrid-aesthetic blocs talking and acting together, whose goal was none other than the “transformation of the libidinal economy of the militant revolutionary.” The group believed that by recognizing and affirming a “group unconscious,” as well as their individual unconscious desires, they would be able to avoid the political stalemates and splinter groups of the traditional Left. CERFI thus situated itself “on the side of psychosis”—its confessed goal was to serve rather than repress the utter madness of the urban malaise, because it was only from this mad perspective on the ground that a properly social discourse on the city could be forged.

Corporate governance as social responsibility : a meta-regulation approach to raise social responsibility of corporate governance in a weak economy

Corporate governance (CG) denotes the rules of business decision-making and directs the internal mechanism of companies to follow the output of the rules. It includes the customs, policies, laws and institutions as a set of processes that affects the way in which a corporation is directed, administered or controlled.

Inside the boardroom : exploring board member interactions

This study aims to open-up the black box of the boardroom by directly observing directors’ interactions during meetings to better understand board processes. Design/methodology/approach: We analyse videotaped observations of board meetings at two Australian companies to develop insights into what directors do in meetings and how they participate in decision-making processes. The direct observations are triangulated with semi-structured interviews, mini-surveys and document reviews. Findings: Our analyses lead to two key findings: (i) while board meetings appear similar at a surface-level, boardroom interactions vary significantly at a deeper level (i.e. board members participate differently during different stages of discussions) and (ii) factors at multiple levels of analysis explain differences in interaction patterns, revealing the complex and nested nature of boardroom discussions. Research implications: By documenting significant intra- and inter-board meeting differences our study (i) challenges the widespread notion of board meetings as rather homogeneous and monolithic, (ii) points towards agenda items as a new unit of analysis (iii) highlights the need for more multi-level analyses in a board setting. Practical implications: While policy makers have been largely occupied with the “right” board composition, our findings suggest that decision outcomes or roles’ execution could be potentially affected by interactions at a board level. Differences in board meeting styles might explain prior ambiguous board structure-performance results, enhancing the need for greater normative consideration of how boards do their work. Originality/value: Our study complements existing research on boardroom dynamics and provides a systematic account of director interactions during board meetings.

Directory of World Cinema : Australia and New Zealand

This ambitious volume offers an in-depth and exciting look at the cinema produced in Australia and New Zealand since the turn of the twentieth century. Though the two nations share cultural and economic connections, their film industries remain marked by differences of scale, level of government involvement and funding. Through discussion of prominent genres and themes, profiles of directors, and comprehensive reviews of significant titles, this user-friendly guide explores the diversity and distinctiveness of films from Australia and New Zealand including Whale Rider, and Wolf Creek.