Role of corporate governance in mitigating the selective disclosure of executive stock option information

We examine the nature and extent of statutory executive stock option (ESO) disclosures by Australian listed companies over the 2001 to 2004 period, and the influence of corporate governance mechanisms on these disclosures. Our results show a progressive increase in overall compliance from 2001 to 2004. However, despite the improved compliance, the results reveal managements’ continued reluctance to disclose more sensitive ESO information. Factors associated with good internal governance, including board independence, audit committee independence and effectiveness, and compensation committee independence and effectiveness are found to contribute to improved compliance. Similarly, certain external governance factors are associated with improved disclosure, including external auditor quality, shareholder activism (as proxied by companies identified as poor performers by the Australian Shareholders’ Association), and regulatory intervention.

Unincorporated associations as entities : a matter of balance between regulation and facilitation?

Small non-profit organisations play a vital role in the creation of social capital and resilience of civil society in Australia. A number of government inquiries have recently been commissioned to propose reform to non-profit enterprise and it is timely to examine the suitability of legal structures available for small non-profit organisations. This article reviews the characteristics of small Australian non-profit organisations and the legal treatment of similar associations in New Zealand, the United Kingdom, Europe, Canada and United States to inform possible reform strategies. Reforms are then proposed for small Australian unincorporated organisations which allow them access to the benefits of separate legal entity status, but with regulation proportionate to the risks posed to the broader community.

Managing a portfolio of corporate venture units : challenges in achieving within-unit focus and between-unit coordination

Principal Topic: There is increasing recognition that the organizational configurations of corporate venture units should depend on the types of ventures the unit seeks to develop (Burgelman, 1984; Hill and Birkinshaw, 2008). Distinction have been made between internal and external as well as exploitative versus explorative ventures (Hill and Birkinshaw, 2008; Narayan et al., 2009; Schildt et al., 2005). Assuming that firms do not want to limit themselves to a single type of venture, but rather employ a portfolio of ventures, the logical consequence is that firms should employ multiple corporate venture units. Each venture unit tailor-made for the type of venture it seeks to develop. Surprisingly, there is limited attention in the literature for the challenges of managing multiple corporate venture units in a single firm. Maintaining multiple venture units within one firm provides easier access to funding for new ideas (Hamel, 1999). It allows for freedom and flexibility to tie the organizational systems (Rice et al., 2000), autonomy (Hill and Rothaermel, 2003), and involvement of management (Day, 1994; Wadwha and Kotha, 2006) to the requirements of the individual ventures. Yet, the strategic objectives of a venture may change when uncertainty around the venture is resolved (Burgelman, 1984). For example, firms may decide to spin-in external ventures (Chesbrough, 2002) or spun-out ventures that prove strategically unimportant (Burgelman, 1984). This suggests that ventures might need to be transferred between venture units, e.g. from a more internally-driven corporate venture division to a corporate venture capital unit. Several studies suggested that ventures require different managerial skills across their phase of development (Desouza et al., 2007; O'Connor and Ayers, 2005; Kazanjian and Drazin, 1990; Westerman et al., 2006). To facilitate effective transfer between venture units and manage the overall venturing process, it is important that firms set up and manage integrative linkages. Integrative linkages provide synergies and coordination between differentiated units (Lawrence and Lorsch, 1967). Prior findings pointed to the important role of senior management (Westerman et al., 2006; Gilbert, 2006) and a shared organizational vision (Burgers et al., 2009) to coordinate venture units with mainstream businesses. We will draw on these literatures to investigate the key question of how to integratively manage multiple venture units. ---------- Methodology/Key Propositions: In order to seek an answer to the research question, we employ a case study approach that provides unique insights into how firms can break up their venturing process. We selected three Fortune 500 companies that employ multiple venturing units, IBM, Royal Dutch/ Shell and Nokia, and investigated and compared their approaches. It was important that the case companies somewhat differed in the type of venture units they employed as well as the way they integrate and coordinate their venture units. The data are based on extensive interviews and a variety of internal and external company documents to triangulate our findings (Eisenhardt, 1989). The key proposition of the article is that firms can best manage their multiple venture units through an ambidextrous design of loosely coupled units. This provides venture units with sufficient flexibility to employ organizational configurations that best support the type of venture they seek to develop, as well as provides sufficient integration to facilitate smooth transfer of ventures between venture units. Based on the case findings, we develop a generic framework for a new way of managing the venturing process through multiple corporate venture units. ---------- Results and Implications: One of our main findings is that these firms tend to organize their venture units according to phases in the venture development process. That is, they tend to have venture units aimed at incubation of venture ideas as well as units aimed more at the commercialization of ventures into a new business unit for the firm or a start-up. The companies in our case studies tended to coordinate venture units through integrative management skills or a coordinative venture unit that spanned multiple phases. We believe this paper makes two significant contributions. First, we extend prior venturing literature by addressing how firms manage a portfolio of venture units, each achieving different strategic objectives. Second, our framework provides recommendations on how firms should manage such an approach towards venturing. This helps to increase the likelihood of success of their venturing programs.

Self landcape - Hotspot

Self Landscape is an introductory image of the author's exhibition Lightsite, which toured Western Australian galleries from February 2006 to November 2007. It is a five-minute-long exposure photographic image captured inside a purpose-built, room-sized pinhole camera which is demountable and does not have a floor. Self Landscape depicts an inverted image of the outside environment - a revegetated farmland in the Great Southern Region of Western Australia. The light from the exterior landscape passes though the pinhole camera's aperture and illuminates the internal scene which includes that part of the landscape upon which the floorless room is erected, along with the author who is standing inside. The text "Hotspot" appears where the author has scribed that word with a torch during the long exposure. The image evokes the temporality of light. Here, light itself is portrayed as the primary medium through which we both perceive and describe landscape. It is through the agency of light that we construct our connectivity to landscape.

Conceptualising a Chinese corporate governance framework : tensions between tradition, ideologies and modernity

Reflects on the challenges facing China's efforts to reform its corporate governance framework, and the extent to which the modernisation can be reconciled with the country's cultural traditions. Examines the development of China's legal and economic reforms since 1978, the debate which these have generated ad the shortcomings of the current corporate governance regime. Discusses how Confucian principles might be applied to issues of director's duties and corporate governance, and explains the benefits of such an approach.

Corporate governance in China : the role of the state and ideology in shaping reforms

Examines the political and ideological influences on China's economic reforms since the early 1980s. Discusses the influence of the Chinese Communist Party and Confucianism on economic progress and assesses the effect of reforms. Outlines the requirement for new corporate governance laws to meet the needs of expanding private businesses and considers China's use and adaptation of some Western models of corporate governance. Comments on whether these fit easily with China's business culture. Criticises the shortcomings of China's corporate laws. Looks in particular at the telecommunications industry and at the Company Law 2006.

Rethinking corporate governance and law in China : the theories, rules and practices

Economic reforms have transformed China into a modern economy - this requires greater emphasis on regulating markets and governing corporations to ensure economic growth continues. Yet, legal reforms are not as straightforward as transplanting Western models; more modification to suit Chinese political land cultural considerations needs to be incorporated. Likewise privatisation of the telecommuications sector does not mean that government influence in the new corporations cease. This is not necessarily negative as long as safeguards are in place. Plainly further reforms to the law and governance will be needed. Given that Confucian philosophy continues to play a central role in Chinese society and values, developing laws and governance practices from Confucian principles will arguably be appropriate for modern China.

Corporate governance for Hong Kong : conceptualizing an 'Asianized' framework

Hong Kong is a thriving cosmopolitan business capital in Asia where much of its values are shaped by both pragmatism and its Chinese heritage. Against this backdrop, Hong Kong's corporate law and governance principles are mostly British, much of which remains quite alien to the local business community. Like may other countries, Hong Kong is obligated by international markets to embrace these requirements. Yet many business operators lack even the understanding of basic company law and governance expectations, partly because the provisions are incompatible with their values and corporate cultures. The paper will argue that Confucian philosophies should be the basis for developing a corporate governance framework for Hong Kong, given that Confucius; doctrines are already entrenched in the island's traditions and identity.

A quite unreasonable state of affairs : corporate social responsibility and the John Lewis Partnership

On the surface the subjects of Corporate Social Responsibility (CSR) and Critical Management Studies (CMS) seem to be closely related. Both are concerned with reflecting on the impact of management and organisation on employees, the wider community and the environment. Both suggest that there may be a need for organisations to take responsibility for and account of people other than shareholders and both have used the concept of accountability to suggest that organisations may need to do more than just comply with the legal framework.

Agency Conflicts and Corporate Payout Policies: A Global Study

We investigate the roles of finn and country level agency conflicts in determining corporate payout policics. Based on a large sample of 29,610 firms in 42 countries from 2001 to 2006, we show there is a form of "pecking order" in investors' ability to extract cash (whether as dividends only or share repurchases) from firms. Although investors are able to use their legal powers to extract cash from firms in high protection countries, their ability to do so can be substantially hindered when agency costs at the firm level are high. In poor protection countries, investors seem to take whatever cash they can get, even though the amount may be small, and with scant regard for investment opportunities and firm level agency conflicts. Finally, compared to repurchases, we find dividends are more likely to be the sole method of payout in high protection countries and in non insider-dominated firms.

Gifted young adolescents and email : developing a personal language of self

This paper reports on the use of email as a means to access the self-constructions of gifted young adolescents. Australian research shows that gifted young adolescents may feel more lonely and misunderstood than their same-age counterparts, yet they are seldom asked about their lives. Emerging use of online methods as a means of access to individual lives and perceptions has demonstrated the potential offered by the creation of digital texts as narrative data. Details are given of a qualitative study that engaged twelve children aged between 10 and 14 years, who were screened for giftedness, in a project involving the generation of emailed journal entries sent over a period of 6 months. With emphasis on participatory principles, individual young adolescents produced self-managed journal entries that were written and sent to the researcher from personal computers outside the school setting. Drawing from a theoretical understanding of self as constructed within dialogic relationships, the digital setting of email is proposed as a narrative space that fosters healthy self-disclosure. This paper outlines the benefits of using email as a means to explore emotions, promote reflective accounts of self and support the development of a personal language for self-expression. Individual excerpts will be presented to show that the harnessing of personal narratives within an email context has potential to yield valuable insights into the emotions, personal realities and experiences of gifted young adolescents. Findings will be presented to show that the co-construction of self-expressive and explanatory narratives supported by a facilitative adult listener promoted healthy self-awareness amongst participants. This paper contributes to appreciative conversations about using online methods as a flexible and practical avenue for conducting educational research. Furthermore, digital writing in email form will be presented as having distinct advantages over face-to-face methods when utilised with gifted young adolescents who may be unwilling to disclose information within school-based settings.

Digital design communication : measuring learner technological prowess and self-efficacy in problem resolution

Currently the Bachelor of Design is the generic degree offered to the four disciplines of Architecture, Landscape Architecture, Industrial Design, and Interior Design within the School of Design at the Queensland University of Technology. Regardless of discipline, Digital Communication is a core unit taken by the 600 first year students entering the Bachelor of Design degree. Within the design disciplines the communication of the designer's intentions is achieved primarily through the use of graphic images, with written information being considered as supportive or secondary. As such, Digital Communication attempts to educate learners in the fundamentals of this graphic design communication, using a generic digital or software tool. Past iterations of the unit have not acknowledged the subtle difference in design communication of the different design disciplines involved, and has used a single generic software tool. Following a review of the unit in 2008, it was decided that a single generic software tool was no longer entirely sufficient. This decision was based on the recognition that there was an increasing emergence of discipline specific digital tools, and an expressed student desire and apparent aptitude to learn these discipline specific tools. As a result the unit was reconstructed in 2009 to offer both discipline specific and generic software instruction, if elected by the student. This paper, apart from offering the general context and pedagogy of the existing and restructured units, will more importantly offer research data that validates the changes made to the unit. Most significant of this new data is the results of surveys that authenticate actual student aptitude versus desire in learning discipline specific tools. This is done through an exposure of student self efficacy in problem resolution and technological prowess - generally and specifically within the unit. More traditional means of validation is also presented that includes the results of the generic university-wide Learning Experience Survey of the unit, as well as a comparison between the assessment results of the restructured unit versus the previous year.

The international regulation of transnational mergers

Transnational mergers are mergers involving firms operating in more than one jurisdiction, or which occur in one jurisdiction but have an impact on competition in another. Being of this nature, they have the potential to raise competition law concerns in more than one jurisdiction. When they do, the transaction costs of the merger to the firms involved, and the competition law authorities, are likely to increase significantly and, even where the merger is allowed to proceed, delays are likely to occur in reaping the benefits of the merger. Ultimately, these costs are borne by consumers. This thesis will identify the nature and source of regulatory costs associated with transnational merger review and identify and evaluate possible mechanisms by which these costs might be reduced. It will conclude that there is no single panacea for transnational merger regulation, but that a multi-faceted approach, including the adoption of common filing forms, agreement on filing and review deadlines and continuing efforts toward increasing international cooperation in merger enforcement, is needed to reduce regulatory costs and more successfully improve the welfare outcomes to which merger regulation is directed.

The quest for authenticity in the west – negotiating the self in late modern cultures

Across western culture in the late modern era a number of phenomena have emerged that seek to challenge mainstream consumer capitalism and its effects on everyday lifestyles. Two of these movements labelled as Seachange (Amenity Migration) and Downshifting have grown steadily in popularity within the public sphere and also academic discourse. In this thesis these phenomena are investigated further using a Durkheimian platform for theoretical interrogation. It is argued that while previous research accomplishes much in the investigation of Seachange and Downshifting, there is a significant gap in theoretical explanation and synthesis that requires filling. Thus in this research, it is argued that the concept of self-authenticity assists in the fulfilment of this aim. It is shown here that authenticity guides the construction, negotiation and experience of the phenomena which serves to authenticate the self. It is further argued however that Downshifting and Seachange reflect a wider theme of the self where the individual seeks protection from the profane impacts of advanced capitalism. Subsequently, the thesis aims not only to reveal the underlying principles which feed each phenomenon, but also relate them back to a wider cultural narrative of the sacred self.