Corporate governance: quo vadis?

Purpose – This paper aims to examine current research trends into corporate governance and to propose a different dynamic, humanistic approach based on individual purpose, values and psychology. Design/methodology/approach – The paper reviews selected literature to analyse the assumptions behind research into corporate governance and uses a multi-disciplinary body of literature to present a different theoretical approach based at the level of the individual rather than the organisation. Findings – The paper shows how the current recommendations of the corporate governance research models could backfire and lead to individual actions that are destructive when implemented in practice. This claim is based on identifying the hidden assumptions behind the principal-agent model in corporate governance, such as the Hobbesian view and the Homo Economicus approach. It argues against the axiomatic view that shareholders are the owners of the company, and it questions the way in which managers are assessed based either on the corporate share price (the shareholder view) or on a confusing set of measures which include more stakeholders (the stakeholder view), and shows how such a yardstick can be demotivating and put the corporation in danger. The paper proposes a humanistic, psychological approach that uses the individual manager as a unit of analysis instead of the corporation and illustrates how such an approach can help to build better governance. Research limitations/implications – The paper's limited scope can only outline a conceptual framework, but does not enter into detailed operationalisation. Practical implications – The paper illustrates the challenges in applying the proposed framework into practice. Originality/value – The paper calls for the use of an alternative unit of analysis, the manager, and for a dynamic and humanistic approach which encompasses the entirety of a person's cognition, including emotional and spiritual values, and which is as of yet usually not to be found in the corporate governance literature.

From Hippocrates to commodities: three models of NHS governance

A series of inquiries and reports suggest considerable failings in the care provided to some patients in the NHS. Although the Bristol Inquiry report of 2001 led to the creation of many new regulatory bodies to supervise the NHS, they have never enjoyed consistent support from government and the Mid Staffordshire Inquiry in 2013 suggests they made little difference. Why do some parts of the NHS disregard patients’ interests and how we should we respond to the challenge? The following discusses the evolution of approaches to NHS governance through the Hippocratic, Managerial and Commercial models, and assesses their risks and benefits. Apart from the ethical imperative, the need for effective governance is driven both by the growth in information available to the public and the resources wasted by ineffective systems of care. Appropriate solutions depend on an understanding of the perverse incentives inherent in each model and the need for greater sensitivity to the voices of patients and the public.

The ebbing hegemon? An evolutionary perspective on the emergence of holistic governance and the efficient role of Institutional Investors in Environmental, Social and Governance issues (ESG)

This paper seeks to chronicle the roots of corporate governance form its narrow shareholder perspective to the current bourgeoning stakeholder approach while giving cognizance to institutional investors and their effective role in ESG in light of the King Report III of South Africa. It is aimed at a critical review of the extant literature from the shareholder Cadbury epoch to the present day King Report novelty. We aim to: (i) offer an analytical state of corporate governance in the Anglo-Saxon world, Middle East and North Africa (MENA), Far East Asia and Africa; and (ii) illuminate the lead role the king Report of South Africa is playing as the bellwether of the stakeholder approach to corporate governance as well as guiding the role of institutional investors in ESG.

Foreign executive appointments: a multilevel examination

As multinational enterprises (MNE) expand, their attachment to the country of origin is challenged by the need to adapt to an increasingly diverse geographical posture. We examine how these countervailing forces affect top management team (TMT) composition and test a model that associates foreign executive appointments with individual- and firm-level antecedents. Using multilevel data comprising 1,446 TMT appointments at 360 large European firms between 2001 and 2005, we show that individual experiential characteristics, the type of TMT function, prior performance of the MNE, and the MNE’s overall degree of internationalization are associated with foreign TMT appointments. We discuss how our findings contribute to the international business literature and complement recent research on the internationalization of TMTs.

The post-financial crisis challenges for corporate governance and banking reform in China

The purpose of this paper is to review the impact of the global financial crisis on banking reform in China. The significant doubt concerning the efficiencies of Anglo-American model of corporate governance has raised a critical political question amongst scholars and practitioners as to whether China should continue to follow the U.K.-U.S. path in relation to financial reform. This conceptual paper provides an insightful review of the corporate governance literature and regulatory reports. After examining the fundamental limitations of the laissez-faire philosophy that underpins the neo-liberal model of capitalism, which promotes greater liberalization and less control, the paper considers the risks in opening China’s financial markets and relaxing monetary and fiscal policies. A critique of shareholder-capitalism is outlined in relation to the German’s “social market economy” styled capitalism. Through such analysis the paper explores a number of implications for China to consider in terms of developing a new and sustainable corporate governance model applicable to the Chinese context.

Global financial crisis: implications for Chinese corporate governance

This paper analyses the role of corporate governance failures and weaknesses in the global financial crisis with reference to the evolution of post-crisis corporate governance arrangements in China. The current crisis presents China with an opportunity to analyse its governance problems, reflect on its weaknesses and implement a strategy to address areas which need attention. This paper opens with a description of China’s exposure to the current global financial crisis and continues to critically evaluate the effectiveness of a free market system on corporate governance. Bratton (2002) maintains that incentive structures that motivate the self-regulatory systems generate less powerful checks against abuse than scholars and practitioners have believed. The paper highlights the need for corporate regulatory bodies and policy makers to revise and re-develop financial services sector regulations. Finally, the paper discusses the need of ethics in organizations - an issue that is beyond legislation. In an increasingly interconnected global economy, it is imperative to increase our understanding of what constitutes an effective corporate governance system. The paper contributes to the corporate governance body of literature within the Chinese context by providing insights into the contributing factors to corporate governance failure that led to the global financial crisis. It also provides policy recommendations for China’s policy makers to seriously consider. The results suggest a need for the re-examination of corporate governance adequacy and the institutionalisation of business ethics.

Towards a framework for managing IT-enabled change, sourcing and governance

In the resource-based view, organisations are represented by the sum of their physical, human and organisational assets, resources and capabilities. Operational capabilities maintain the status quo and allow an organisation to execute their existing business. Dynamic capabilities, otherwise, allow an organisation to change this status quo including a change of the operational ones. Competitive advantage, in this context, is an effect of continuously developing and reconfiguring these firm-specific assets through dynamic capabilities. Deciding where and how to source the core operational capabilities is a key success factor. Furthermore, developing its dynamic capabilities allows an organisation to effectively manage change its operational capabilities. Many organisations are asserted to have a high dependency on - as well as a high benefit from - the use of information technology (IT), making it a crucial and overarching resource. Furthermore, the IT function is assigned the role as a change enabler and so IT sourcing affects the capability of managing business change. IT sourcing means that organisations need to decide how to source their IT capabilities. Outsourcing of parts of the IT function will also outsource some of the IT capabilities and therefore some of the business capabilities. As a result, IT sourcing has an impact on the organisation's capabilities and consequently on the business success. And finally, a turbulent and fast moving business environment challenges organisations to effectively and efficiently managing business change. Our research builds on the existing theory of dynamic and operational capabilities by considering the interdependencies between the dynamic capabilities of business change and IT sourcing. Further it examines the decision-making oversight of these areas as implemented through IT governance. We introduce a new conceptual framework derived from the existing theory and extended through an illustrative case study conducted in a German bank. Under a philosophical paradigm of constructivism, we collected data from eight semi-structured interviews and used additional sources of evidence in form of annual accounts, strategy papers and IT benchmark reports. We applied an Interpretative Phenomenological Analysis (IPA), which emerged the superordinate themes for our tentative capabilities framework. An understanding of these interdependencies enables scholars and professionals to improve business success through effectively managing business change and evaluating the impact of IT sourcing decisions on the organisation's operational and dynamic capabilities.

The agile governance of business IT projects

Organisations typically define and execute their selected strategy by developing and managing a portfolio of projects. The governance of this portfolio has proved to be a major challenge, particularly for large organisations. Executives and managers face even greater pressures when the nature of the strategic landscape is uncertain. This paper explores approaches for dealing with different levels of certainty in business IT projects and provides a contingent governance framework. Historically business IT projects have relied on a structured sequential approach, also referred to as a waterfall method. There is a distinction between the development stages of a solution and the management stages of a project that delivers the solution although these are often integrated in a business IT systems project. Prior research has demonstrated that the level of certainty varies between development projects. There can be uncertainty on what needs to be developed and also on how this solution should be developed. The move to agile development and management reflects a greater level of uncertainty often on both dimensions and this has led the adoption of more iterative approaches. What has been less well researched is the impact of uncertainty on the governance of the change portfolio and the corresponding implications for business executives. This paper poses this research question and proposes a govemance framework to address these aspects. The governance framework has been reviewed in the context of a major anonymous organisation, FinOrg. Findings are reported in this paper with a focus on the need to apply different approaches. In particular, the governance of uncertain business change is contrasted with the management approach for defined IT projects. Practical outputs from the paper include a consideration of some innovative approaches that can be used by executives. It also investigates the role of the business change portfolio group in evaluating and executing the appropriate level of governance. These results lead to recommendations for executives and also proposed further research.

Managing governance, risk and compliance for post-crisis regulatory change: a model of IS capabilities for financial organizations

The 2008-2009 financial crisis and related organizational and economic failures have meant that financial organizations are faced with a ‘tsunami’ of new regulatory obligations. This environment provides new managerial challenges as organizations are forced to engage in complex and costly remediation projects with short deadlines. Drawing from a longitudinal study conducted with nine financial institutions over twelve years, this paper identifies nine IS capabilities which underpin activities for managing regulatory themed governance, risk and compliance efforts. The research shows that many firms are now focused on meeting the Regulators’ deadlines at the expense of developing a strategic, enterprise-wide connected approach to compliance. Consequently, executives are in danger of implementing siloed compliance solutions within business functions. By evaluating the maturity of their IS capabilities which underpin regulatory adherence, managers have an opportunity to develop robust operational architectures and so are better positioned to face the challenges derived from shifting regulatory landscapes.

Adaptive governance: livelihood innovation for climate resilience in Uganda

Adaptive governance is the use of novel approaches within policy to support experimentation and learning. Social learning reflects the engagement of interdependent stakeholders within this learning. Much attention has focused on these concepts as a solution for resilience in governing institutions in an uncertain climate; resilience representing the ability of a system to absorb shock and to retain its function and form through reorganisation. However, there are still many questions to how these concepts enable resilience, particularly in vulnerable, developing contexts. A case study from Uganda presents how these concepts promote resilient livelihood outcomes among rural subsistence farmers within a decentralised governing framework. This approach has the potential to highlight the dynamics and characteristics of a governance system which may manage change. The paper draws from the enabling characteristics of adaptive governance, including lower scale dynamics of bonding and bridging ties and strong leadership. Central to these processes were learning platforms promoting knowledge transfer leading to improved self-efficacy, innovation and livelihood skills. However even though aspects of adaptive governance were identified as contributing to resilience in livelihoods, some barriers were identified. Reflexivity and multi-stakeholder collaboration were evident in governing institutions; however, limited self-organisation and vertical communication demonstrated few opportunities for shifts in governance, which was severely challenged by inequity, politicisation and elite capture. The paper concludes by outlining implications for climate adaptation policy through promoting the importance of mainstreaming adaptation alongside existing policy trajectories; highlighting the significance of collaborative spaces for stakeholders and the tackling of inequality and corruption.

Corporate governance in Fiji’s Native Land Trust Board

This article examines corporate governance in one of Fiji’s largest trust organisations, the Native Land Trust Board. The principal-agent framework is utilised to analyse the governance issue in this study. An examination of the annual reports and final accounts over the last three decades indicates that poor governance practices by the agent have resulted in the Board not delivering maximum returns to its principal, the landowners.

A new governance perspective on port–hinterland relationships: the Port Hinterland Impact (PHI) matrix

We develop a new governance perspective on port–hinterland linkages and related port impacts. Many stakeholders in a port’s hinterland now demand tangible economic benefits from port activities, as a precondition for supporting port expansion and infrastructural investments. We use a governance lens to assess this farsighted contracting challenge. We find that most contemporary economic impact assessments of port investment projects pay scant attention to the contractual relationship challenges in port-hinterland relationships. In contrast, we focus explicitly on the spatial distribution of such impacts and the related contractual relationship issues facing port authorities or port users and their stakeholders in the port hinterland. We introduce a new concept, the Port Hinterland Impact (PHI) matrix, which focuses explicitly on the spatial distribution of port impacts and related contractual relationship challenges. The PHI matrix offers insight into port impacts using two dimensions: logistics dedicatedness, as an expression of Williamsonian asset specificity in the sphere of logistics contractual relationships, and geographic reach, with a longer reach typically reflecting the need for more complex contacting to overcome ‘distance’ challenges with external stakeholders. We use the PHI matrix in our empirical, governance-based analysis of contractual relationships between the port authorities in Antwerp and Zeebrugge, and their respective stakeholders.