上市公司治理结构缺陷对会计信息质量的影响

本文采用规范性研究的方法,在总结前人对上市公司治理结构和会计信息质量特征研究成果的基础上,以上市公司治理结构作为切入点,并以上市公司外部治理结构和内部治理结构作为分析框架,剖析我国上市公司外部和内部治理结构的缺陷及其对会计信息质量的影响。本文最后提出了完善上市公司治理结构的具体办法,希望以此为导向,能够为改进上市公司会计信息质量开辟一条新的路径。

论法律制度对公司治理的影响

文章认为良好的公司治理是现代市场经济和金融市场健康运作的微观基础,研究治理具有重要意义,由于公司治理是公司自治和法律规制的统一,法律有介入公司治理的必要,鉴于公司治理的法律环境包括外部和内部法律环境,文章针对我国目前公司治理法律环境的现状提出了完善对策。

内部审计在公司治理中的作用

公司治理是伴随着现代企业而产生发展的,它通过一套制度的安排对企业的权、责、利进行约束。而内部审计正是对这套制度的再监督。本文从公司治理的角度,根据内部审计的涵义和职能,在分析内部审计与公司治理联系的基础上,论述内部审计在公司治理中的作用。同时,结合我国公司治理的现状,揭示内部审计工作存在的问题和相应的解决措施。

湖北省骨干企业法人治理结构的理论分析与对策研究

企业作为经济组织 ,它的效率如何对经济发展至关重要 ,而经济组织的效率又有赖于制度上的安排。完善公司法人治理是现代企业制度建设的关键。在湖北 118家骨干企业中 ,针对“经营者强、所有者弱”的状况 ,关键在于加强股东会、董事会的作用。

Quality of Accounting Information and Internal Audit Characteristics in Nigeria

The basic goal of accounting is to provide quality accounting information that will aid reliable decision-making. The quality level of this accounting information comes from the company＇s governance practices, thereby emphasizing the importance of corporate governance in companies. Recently, following the financial crises resulting in accounting scandals, attention has been moving towards internal audit function as an important factor in the structure of corporate governance. This paper therefore examined the extent of the relationship between internal audit function and the quality of accounting information of companies. The study adopted the survey research design. The research instrument employed was questionnaire which was administered to internal auditors of the ＂Big Four＂. Linear regression analysis was employed in the analysis of the data collected with the use of Statistical Packages for Social Sciences （SPSS）. The results revealed that there is a significant relationship between the internal audit characteristics and the quality of accounting information. It was recommended that in order to provide credibility to the financial statement, there should be a law in place mandating attachment of internal auditors report to the financial statement.

Corporate Governance, Sustainable Development and Value Creation Some Evidences From Italian Listed Companies

Modern corporate situations, characterized by the globalisation of the markets and of the information, highlight the need to link the potential of a not transient growth to the adequate reconciliation of all the expectations converging around the entrepreneurial formula and not only of those attributable to shareholders. In such a defined context, corporate governance tends to evolve from a situation of primary care for the expectations of shareholders （shareholder＇s view） and for the correlated financial responsibility, to a wide consideration of all the stakeholders （stakeholder＇s view） and related responsibilities （financial, environmental, social, administrative）. The correct carrying out of governance processes requires, therefore, a clear focus on sustainable development and on the related assumption of a concept of global responsibility. The decisions made by the governing bodies must be driven by the purpose to create value in the long term according to conditions of fairness and sustainable development. To sum up, this research aims to deepen the existing connections between corporate governance, sustainable development and value creation on the basis of the empirical analysis of a limited number of listed Italian companies afferent to the public utilities sector. The paper, based on a deductive approach, is composed of two distinct but strictly connected parts： the first theoretical and the second empirical. The empirical research consists of a content analysis of the most recent documents （sustainability reports and annual reports） worked out by the selected companies. The results obtained about the degree respect of sustainable development conditions by each company are linked to the related value dimension （social, economic, competitive and environmental performance） aimed at verifying if the assumption of a corporate governance approach inspired by sustainability is susceptible of favouring the company development in a medium long term. From the delivered research it emerges how public utilities that promote behaviours in line with the sustainability conditions are marked out by stable growth paths. Conversely, the companies that assume a vision mainly addressed to the economic dimension, neglecting the other areas are generally compromised in the performance realized.

Firm Risk Profile, Agency Incentives and Corporate Performance： Corporate Governance Perspective of Uganda

This paper focuses on the relationship between firm risk profile, agency incentives and corporate performance using correlation study and cross-sectional approach. We conceptualise firm risk profile using the balanced score card and differ from previous studies, on the above variables, by capturing the perceptual sets of strategic leadership of Ugandan firms who are members of corporate governance of Uganda. We post a significant negative relationship between firm risk profile and corporate performance, a significant negative relationship between firm risk profile and agency incentives and a positive relationship between agency incentives and corporate performance By employing Joseph and Scott （2006）＇s utilization of the balanced score card to identify the four forms of firm risk （namely, financial, customer, internal and learning and growth risks）, our results support the application of agency theory as a relevant theoretical framework for dealing with managers who are risk averse.

Review on the Study of the Allocation of Corporate Control in Enterprise Theory

With the establishment of a modem corporate system, the separation of ownership and management appears in the company. The rational allocation of corporate control between different behavioral agents has attracted more and more attention. This paper points out that scholars have studied the allocation of corporate control from the angles of the agency cost theory, property rights theory, corporate finance theory, and the theory of corporate governance, which has great value. However, the existing theories also have some flaws on the allocation of corporate control. First, people still have different understandings and views over the meaning of corporate control. Secondly, the existing research theoretically only observes and studies an arrangement of sheer level control, the allocation between final control and real control. This paper argues to build the two-tier allocation of corporate control： The first tier relation is between ultimate control rights and actual control rights, the second tier relation is between indirect control rights and direct control rights which are in actual control rights. This study can explain the resource allocation effects of corporate control, promote the development and improvement of the theory of the firm.

Corporate Governance Mechanisms： Evidence From Small- and Medium-Sized Enterprises （SMEs）

This paper aims to investigate the extent to which Malaysian small- and medium-sized enterprises （SMEs） adopted corporate governance （CG） principles and their effects on firm performance. The principles examined included： establishing clear roles and responsibilities; strengthening composition; and reinforcing independence. The paper is based on a questionnaire survey study among 113 SMEs that consisted of 35% （39） of manufacturing and related services and 65% （74） from services including information and communication technology （ICT）, primary agriculture, construction, mining, and quarrying. The analysis of the data indicates that 32% of the respondents said that the primary reason why they have their own business is to have control over their own working life. This fmding appears to confirm the f＇mancing theory that SMEs owners have other goals than profitability. In addition, 30% of SMEs perceived that the most important role played by the board is risk management; hence, these boards have a greater control over financial risks that may lead to better financial performance. The analysis also shows that 81% of the respondents＇ board consisted of internal board members only. These enterprises need to see the important role of external board members as a source of advice providers and experts to them. For policies relating to clear roles and responsibilities of board, only 28% of the respondents established clear functions reserved for the board and those delegated to management; substantial respondents did not draw up policies relating to reinforce board independency （between 75% and 79%） and to strengthen board composition （46%）. Besides, 68% of the respondents have the position of chairman and CEO held by same individuals and 81% of the chairman is an executive member of the board. These findings suggest that SMEs cannot see the importance of strengthening board and having independent board members. Regression analysis also indicates that board independence has a significant and positive impact on firm performance. Hence, SMEs need to appreciate networking advantages, competency, and strategic knowledge that the right board can offer. The governmental ministries and agencies in Malaysia need to take active measures to encourage SMEs to strengthen their board governance, because SMEs are the important economic powers for stimulating national economic growth. This paper contributes to the empirical literatures on the adoption of CG principles and their effects on SMEs＇ firm performance in emerging markets.

Corporate governance and financing decisions by Saudi companies

This paper aims to contribute to the corporate governance literature in emerging economies by examining the effect of some corporate governance mechanisms on financing decisions in Saudi Arabian listed companies. A multiple regression model is used to examine the association between financing decisions and corporate governance mechanisms for a sample of 37 listed Saudi companies. In particular, we examine the effect of board size, ownership concentration and corporate governance reporting on the debt-to-equity ratio. Corporate governance reporting is measured by the content analysis approach. After controlling for companies＇ profitability and their growth opportunities, we found that both board size and ownership concentration are positively associated with debt-to-equity ratio. We limit our analysis to a small sample of firms that use the internet to communicate corporate governance information between October 2005 and January 2006. The findings suggest that managers are likely to choose higher financial leverage when they have stronger corporate governance （large number of directors on the board and higher ownership concentration）. However, we did not find any statistical association between corporate governance disclosure and debt-to-equity ratio. This suggests that firm＇s asymmetric information is not an important driver of the financing decision of Saudi Arabian companies. This might be due to the nature of the Saudi business environment. We strongly believe that this paper provides a novel contribution to the existing literature as we are the first to examine this issue in Saudi Arabia.

Effectiveness of Supervisory Boards in Coordination With Audit Committees in China

China＇s supervisory mechanism is peculiar in that it integrated the supervisory board （SB） of the German corporate governance （CG） model in 1993, and has simultaneously adopted the audit committee （AC） of the Anglo-American model since 2002. This paper aims to reveal the effectiveness of SBs in coordination with ACs in China. The regulations for Anglo-American and Chinese systems are compared and further evidence is provided through interviewing two governors of all listed companies in the SSE and of 79 investment corporations in Hangzhou. Both statements indicate that China still faces difficulties and problems in meeting the two indexes of independence and expertise of supervision to give effective supervisory functions. Both opinions differed in terms of the co-ordination of SBs and ACs in the future. The evidence presented forms a basis for proposals of how key characteristics of effectiveness and co-ordination can be improved to make supervisory functions in China more effective.

Analyzing on the Characteristics of Several Typical Financial Behavior of Loss Listed Companies in China

In combination with socio-economic development of China＇s current status, this article analyzes the characteristics of several typical financial behavior of loss listed companies in China. Among them, the debt financing behavior have a high level, a single means, a short-term structured and other characteristics, the corporate governance behavior have a goal of collaborative, several forms, and a complex environment, the earnings management behavior have diverse motives, many types of means, bigger range and other features, the asset restructuring behavior have a passive subject, methods of differentiation, performance-oriented features such as myopia.

Board Independence and Internal Committees in the BRICs

To be successful in global markets, companies from the emerging countries need the approval of foreign investors and other stakeholders. In this regard, Brazil, Russia, India, and China （BRIC） have progressively strengthened their corporate governance rules to help their companies overcome the competitors from the old industrialized countries. Directors＇ non-executive qualification, independence, and professional expertise represent basic requirements for effective corporate governance, so they should be carefully considered to guarantee a proper board composition and an adequate establishment of internal committees in listed companies. The paper intends to compare the legislative and regulatory frameworks adopted by the four countries; then it aims at answering to the following research questions by means of an empirical investigation： Have BRIC companies appointed non-executive and independent board members？ What do BRIC companies do in order to assure an effective participation of non-executive and independent board members to corporate governance activities？ Have BRIC companies established internal committees？ The research examines the appointment of non-executive directors and independent directors to the boards of 100 BRIC leading firms, as well as their involvement in internal committees focused on matters requiring motivated and impartial opinions. Although the laws and recommendations seem to favor a general convergence of corporate governance principles among the four BRIC and towards the international best practices, some differences and peculiarities emerge from a firm-level perspective. Indeed, the Indian and the Chinese companies analyzed appear more inclined than the Brazilian and the Russian ones to reassure their international stakeholders about board independence and effective committees.

The Impact of Corporate Governance on Banks Performance and Loan Quality： Evidence From Italian Cooperative Banks

In the banking system, a context characterized by growing instability and by the speed of evolution of business dynamics, the system of corporate governance plays a key role, both for large banks and for banks with a smaller size. The paper aims to investigate the influence of corporate governance of the banks that operate in the cooperative credit system on performance and quality of loans, over the years 2010-2011-2012. In order to achieve this aim, the following research hypotheses have been formulated： There is a statistically significant relationship between the size and the structure of the board and banks Performance operating in the cooperative credit system; there is a statistically significant relationship between the size and structure of the board and the credit quality of banks operating in the cooperative credit system. The analysis is conducted on a sample composed of 48 Italian banks, divided into 24 cooperative banks and 24 popular banks. The sample is made up of banks from all over Italy and very different in terms of dimension. For the sample construction, data relative to governance of banks were collected from the balance sheets in the period from June to August 2014. Financial-economic data were collected from the Financial Statements and from Bankscope database. The methodology of analysis is based on multivariate OLS （ordinary least squares） regression models. The main results refer to the presence of significant relationships between board dimension and the quality of loans and among the number of committees and performance and the quality of loans. The presence of a significant and negative relationship between the board dimension and the ratio of impaired loans to gross loans indicates the possibility that enlargement of board dimension allows a better quality of loans. The presence of a positive relationship between the number of committees and the ratio of impaired loans to gross loans signals the possibility that a greater number of committees can produce a worse quality of loans. The presence of a negative relationship between the number of committees and bank performance suggests to limit and manage the complexity of governance in banks operating in the cooperative credit system.

Corporate Governance Intelligence： Minority Shareholder＇s Aspects （Evidence From Ukraine）

The paper is devoted to the corporate governance intelligence system investigation as the part of the complex stakeholder-related approach to the corporate strategic intelligence system （CSIS）. The special attention is given to the minority shareholders activism in the system of corporate governance. Some existing methods of abusing minority shareholders rights, made by joint-stock companies executives, are generalized. The recommendations for minority shareholder＇s rights protection are given. The necessity for the implementation of the stakeholders-oriented approach for the CSIS creation on the base of companies＇ security principles is substantiated.

The effects of corporate governance compliance on market valuation in Malaysia

This study investigates the effects of corporate governance compliance on market valuation in Malaysia using a sample of 164 companies listed on the Main Board in Bursa Malaysia from 5 different industries （consumer, trading ＆ services, industrial, constructions and properties） within 2001 to 2005. Throughout, this study will use correlation and regression analysis in the SPSS software to determine the effects of corporate governance practices on Market Valuation. In analyzing firms＇ market valuation, we will use the Tobin＇s Q formula and for the corporate governance compliance, we will look at 4 criteria to compare with market valuation, which are （1） Board of Director＇s composition, （2） Board of Director＇s remuneration （salaries）, （3） Board of Director＇s training and development, （4） Board of Director＇s meeting. In order to determine the effects between the corporate governance compliance and market valuation, we will use regression analysis. Based on the correlation analysis, the first null hypothesis must be rejected and the alternative hypothesis is accepted, in which dependent variable and independent variables are significantly correlated with BOD remuneration and BOD training availability. Overall, there is a significant relationship between Tobin＇s Q and independent variables （BOD remuneration and BOD training）. This study also recommends that for the company who did not comply with the code, they should follow the best practice because it will be a pivotal weapon in facing with the fierce competition in era globalization.

Executive Compensation and Firm Performance in Japan： The Role of Keiretsu Memberships and Bank-Appointed Monitors＊

This paper examines the relations between the disciplinary role of Japanese relationship-oriented corporate governance mechanisms, such as keiretsu memberships and bank-appointed directors, and pay for performance sensitivity in Japan. Previous studies show that pay for performance sensitivity of Japanese executive compensation is positive and almost the same as in a market-oriented system like that of the United States of America （USA）. However, previous studies do not investigate how Japanese corporate governance mechanisms like financial keiretsu ties and bank-appointed directors affect pay for performance sensitivity. This paper finds that the disciplinary mechanism of keiretsu memberships and bank-appointed monitors did not function well in Japan in the 1990s.

Do Small Family Firms Outperform Non-family Firms？ A Research Agenda Based on Agency and Stewardship Theories＊

The aim of this study is to examine the effects of family involvement and altruism on agency costs of equity and debt, as well on the performance of small family businesses. To achieve this objective, the authors reviewed the literature on family business. Drawing from agency theory and stewardship theory, the authors also proposed a research model that highlights the links among the variables. In so doing, this paper makes some contributions to the literature in three ways. Firstly, it takes an integrative framework that may help to explain behaviors oriented towards maximizing potential performance within a context in which pro-organizational attitudes co-exist with self-serving motivations. Secondly, it advances the understanding of corporate governance mechanisms in small family businesses, and finally, it deepens the discussion of prior research by advancing a set of propositions based on two theoretical approaches. Thus, the authors believe that a systematic comparison of different contexts provides new insights into small family business governance. The implications and directions for future research are in the last section.