Independent Directors and Controlling Shareholders Around the World

2014 ◽  
Author(s):  
Guido A. Ferrarini ◽  
Marilena Filippelli
Keyword(s):  
Independent Directors ◽  
Controlling Shareholders ◽  
The World

scholarly journals ANALISIS PENGARUH FRAUD PENTAGON THEORY TERHADAP FRAUDULENT FINANCIAL REPORTING PADA PERUSAHAAN PERBANKAN YANG TERDAFTAR DI BURSA EFEK INDONESIA PERIODE 2014 – 2019

2021 ◽  
Vol 17 (1) ◽  
pp. 22-47
Author(s):  
Whisnu Widyatama ◽  
Loh Wenny Setiawati
Keyword(s):  
Board Of Directors ◽  
Financial Reporting ◽  
Stock Exchange ◽  
Financial Statements ◽  
Independent Directors ◽  
Fraudulent Financial Reporting ◽  
Ceo Duality ◽  
Economic Decisions ◽  
The World ◽  
Fraudulent Financial Statements

Fraudulent financial statements or fraudulent financial reporting are actions that cause a person or group of people to obtain certain benefits at the expense of other parties. Fraudulent financial statements themselves are the biggest cause of loss in the world.  Therefore, financial statements that are not presented reliably and are not honestly disclosed can mislead users in making economic decisions. This study aims to analyze the effect of pentagon theory fraud proxied by five variables, that are CEO duality, change of board of directors, number of independent commissioners, level of leverage, and change of auditors to fraudulent financial reporting proxied by Beneish M-Score in banking companies listed on the Indonesia Stock Exchange (IDX) for the 2014-2019 period. This study uses 205 observational data using logistic regression analysis. The results of this research indicate that CEO duality and the change of board of directors have a significant effect on fraudulent financial reporting, while the number of independent directors, the level of leverage, and the change of auditors do not affect fraudulent financial reporting.

scholarly journals Perceptions of independent directors about their roles of and challenges on corporate boards

2019 ◽  
Vol 27 (1) ◽  
pp. 69-96
Author(s):  
Thi Tuyet Mai Nguyen ◽  
Elaine Evans ◽  
Meiting Lu
Keyword(s):  
Boards Of Directors ◽  
Design Methodology ◽  
Transition Economy ◽  
Information Provision ◽  
Listed Companies ◽  
Independent Directors ◽  
Corporate Boards ◽  
Content Type ◽  
Controlling Shareholders ◽  
Advisory Role

PurposeThe purpose of this paper is to examine the perceptions of independent directors in Vietnam about their roles and challenges when sitting on the boards of listed companies.Design/methodology/approachThe study uses mailed questionnaires to collect data. The authors sent surveys to 810 independent directors from 354 listed companies and received feedback from 170 respondents.FindingsThe authors examine several aspects of independent directors’ work on the board (such as the roles of and challenges for independent directors) as well as board environment (such as information provision or board interaction). Findings suggest that independent directors in Vietnam place more emphasis on their advisory role than their monitoring role. In addition, they also point out their challenges including information asymmetries and the influence of controlling shareholders. These challenges are significant and they prevent independent directors to properly execute their independent role on the board. These findings reflect the unique features of corporate governance in transition economies.Originality/valueThe authors contribute to the literature through providing an insightful view about the nature of the work performed by this type of director in a transition economy. The study is also one of the first studies to use a qualitative instrument to provide an explanation of how controlling shareholders influence independent directors on boards of directors.

scholarly journals A macro-level investigation of transatlantic controlling shareholder's fiduciary duty

Legal Studies ◽  
2021 ◽  
pp. 1-24
Author(s):  
Leon Anidjar
Keyword(s):  
Historical Development ◽  
Corporate Law ◽  
Fiduciary Duty ◽  
Business History ◽  
Macro Level ◽  
Legal Systems ◽  
Minority Shareholders ◽  
Controlling Shareholders ◽  
Corporate Groups ◽  
The World

Abstract Legal systems around the world apply various strategies to mitigate agency costs between controlling and minority shareholders. A systematic review of the transnational law on the loyalty and care obligations of controlling shareholders reveals various doctrinal choices. This study aims to uncover the evolution of these choices by employing a law-in-context methodology. Accordingly, it seeks to explain the differences in governance selections by exploring the cultural, historical and socio-economic backgrounds of the particular legal systems in which organisations and decisions are embodied. I conduct a macro-level inquiry which focuses on the cultural environment and business history development to understand different doctrinal designs. In particular, I argue that those dissimilarities are a result of unique cultural-non-formal norms of corporate governance regarding the protection afforded to shareholders’ interests and they correspond to the historical development of the law of corporate groups across nations. As the macro-level investigation indicates, any initiative to globally converge corporate law and governance should be carried out with caution because it may distort the delicate normative equilibrium represented in a given jurisdiction.

scholarly journals On The Impact Of Family Versus Institutional Blockholders On Dividend Policy

2015 ◽  
Vol 31 (4) ◽  
pp. 1329 ◽  
Author(s):  
Raoudha Djebali ◽  
Amel Belanes
Keyword(s):  
Institutional Investors ◽  
Dividend Policy ◽  
Ownership Concentration ◽  
Independent Directors ◽  
Dividend Payout ◽  
Controlling Shareholders ◽  
Listed Firms ◽  
Empirical Results ◽  
Large Panel ◽  
The Impact

This paper investigates the effect of not only the controlling shareholders but also their identity on dividend policy. For a large panel of French firms during the period 2006-2010, we find that the dividend payout ratio increases with the ownership concentration. However, this result changes with the identity of the largest shareholder. Family-controlled firms are more tempted to distribute lower dividends while firms dominated by institutional investors likely distribute higher dividends. Empirical results also reveal that firms with more independent directors are associated with higher dividend payout in contrast to US cross-listed firms.

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