Independent
Directors and Corporate Financial Performance – A Hong Kong Perspective (A DBA Dissertation Completed in
August 2005)
Chapter
5 and References
Chapter
5 – Conclusion
5.1 Interpretation of
Findings
5.1.1 General
The findings of the empirical
analysis reveal a positive relationship between independent directors being on
company boards and corporate financial performance in the Hong Kong context. In
contrast with the conflicting evidence in previous literature, it is useful to
point out at the outset that this is consistent with research in the context of
New Zealand where the regulatory standards are similar and family-controlled
companies dominate the market (Hossain, Prevost & Rao, 2001).
Since past failures of
high-profile corporations have been associated with large corporate losses,
artificial boosting of corporate profits by accounting manipulations, or both
(for example, Peregrine in Hong Kong, HIH and One.Tel in Australia, Enron,
WorldCom, Fannie Mae and Freddie Mac in the US), it is reasonable to
hypothesise that corporate failure is inversely related to corporate financial
performance. The relationship in evidence between independent directors being
on company boards and superior corporate performance makes rational the further
extension – the contention that there would likely be less corporate failures
were there more independent directors on company boards.
Nonetheless, the improved
corporate financial performance was not evident in all types of companies.
Significant positive relationships were seen in medium-sized companies (with
market capitalisation from HK$1,000 million to HK$10,000 million), GEM
companies, high MV/BV companies (with MV/BV over 3), CEs and CAs. No
statistically significant relationships were found in large companies (with
market capitalisation over HK$10,000 million), small companies (with market
capitalisation less than HK$1,000 million) and low MV/BV companies. It,
therefore, seems that applying the same governance standard in respect of
independent directors to all companies would not lead uniformly to the same
desired result.
This is in line with calls that a
one-size-fits-all approach is inappropriate (Young, 2003), and that the
applicability of governance regimes is idiosyncratic rather than universal.
Against that background, it is reasonable to suspect that regulations mandating
all companies to adopt particular regimes with respect to board characteristics
and membership may lead to suboptimal board structures (Hermalin &
Weisbach, 1991), and unpredictable outcomes.
The improved
performance was generally reflected in better market-based returns – higher P/Es,
and more markedly in higher MV/BVs. It should be noted again that
definitions and operationalizations matter (Daily,
Johnson & Dalton, 1999; Rhoades, Rechner & Sundaramurthy, 2000), and the specific proxies chosen for
independent directors and company financial performance play a pivotal role in
identifying possible associations. Though both P/E and MV/BV are
market-based returns, this study has revealed more cases with statistical
significant relationships in respect of MV/BV than P/E. It was
only in medium-sized companies and CAs that higher ROEs and ROAs
were evident. Improvement in profitability accounting-wise was generally not as
discernible. Hence it might be deduced that the improved performance was more
likely due to improved market perception of the values of those companies with
the greater number of independent directors present on their company boards.
The enhanced
performance was seen to be more related to NEDs than INEDs. Most of the
associations found were related to NEDs. Only in the cases of medium-sized
companies and CAs were associations found with INEDs. Consequently, it appears
that it is the non-executive characteristic of directors that
contributes most to the outcome – as long as the added directors are
non-executive (INEDs is a subset of NEDs), better financial performance will
result. Thus, the emphasis of adding INEDs per se in governance
standards might not lead to any additional improved financial performance. Why,
is indeterminate. It might, for example, be that truly independent directors
are rare in the Hong Kong setting (Chow, 2004a), therefore the impact of (what
are described as) INEDs is not significantly different from that of NEDs on
enhancing financial performance.
Interestingly, relative
measures have emerged more definitive than absolute measures. More obvious
associations were found with % of NEDs rather than No. of NEDs.
Though both are proxies for the influence of independent directors, this
finding implies that the relative proportion of independent directors on
company boards has a stronger bearing on financial performance than the
absolute number of them. That, perhaps, is understandable in voting settings.
This may be the reason why the global trend is more on increasing the
proportion of independent directors than the absolute number of them. This is
the case for leading stock exchanges including the NYSE, the LSE, as well as
the ASX and the two exchanges in mainland China. The HKEx, on the other hand,
regulates on the exact number of independent directors.
5.1.2 Growth-orientation
of Company
The relationship
between NEDs and MV/BV was significantly stronger in GEM companies than
Main Board companies. This supports empirical evidence in New Zealand and
Australia that the relationship was positive only in companies oriented towards
growth (Mak & Roush, 2000; Matolcsy, Stokes & Wright, 2004). More
specifically, the significant differences lay between GEM companies and
medium-sized Main Board companies, and between GEM companies and small Main
Board companies. Distinctively, increasing NEDs makes significantly more
contribution towards enhancing market-based returns in GEM companies than in
small or medium-sized Main Board companies. Therefore, from the market return
perspective, it is important to ensure that the boards of GEM companies have a
relatively high proportion of independent directors.
Similarly, the
relationship between NEDs and accounting returns was significantly stronger in
GEM companies than small Main Board companies. However, in terms of accounting
returns, the outcome was different when medium-sized companies were compared
with GEM companies. Increasing INEDs in medium-sized Main Board companies was
found to lead to significantly higher accounting returns than the same increase
in GEM companies. One possible explanation could be that the medium-sized Main
Board companies have relatively truly independent directors whose impact is
reflected in superior operating results. The boards of the larger companies
might have too much clout for their INEDs to be truly independent, whereas the
smaller companies might only have nominees as INEDs to fulfil the HKEx’s
requirements.
5.1.3 Shareholder
Background of Company
No previous research
was found in the Hong Kong context (or indeed other contexts) in respect of
testing mainland Chinese shareholders against non-mainland Chinese
shareholders. This study has revealed significantly stronger association
between NEDs and MV/BV for CEs than companies majority-owned by
non-mainland Chinese interests. The significant difference lay mainly between
CEs and small Main Board companies.
The strongest relationship
was found in CAs. A significantly stronger relationship existed between
independent directors (including both NEDs and INEDs) and financial performance
indicators (including both accounting returns and market-based returns) when
CAs were compared with companies majority-owned by non-mainland Chinese
interests.
It is therefore
apparent that the data support a view that independent directors contributed
more towards improving company performance in companies majority-owned by
mainland Chinese interests than otherwise. While the contribution in CEs was
evident in market perception only, the contribution in CAs comprehensively
covered both accounting and market-based returns.
Though, as predicted,
there was a significant difference between companies majority-owned by mainland
Chinese and companies majority-owned by non-mainland Chinese, this finding was
in the opposite direction to what was hypothesised in Chapter 2. A possible
explanation could be that independent directors are viewed by the market as
relatively more valuable in companies of “lower” governance status, hence their
influence on company performance is consequently more profound. In relation to
CAs, as they are non-PRC registered companies, they might be more inclined to
accepting the management practices prevalent in Hong Kong and in the developed
western countries. Therefore the influence of independent directors is not
limited to market perception but extended to improving actual operating results
as well. There will be more discussions on this in Section 5.3.
5.2 Policy
Implications
5.2.1 General
This study demonstrates that independent
directors are directly related to corporate financial performance in the Hong
Kong context. It provides empirical evidence to support this commonly held
belief (Mobius, 2002; Tsui & Gul, 2003), and the broad governance direction
that the Hong Kong regulatory bodies are taking towards the compulsory addition
of independent directors to company boards.
However, by dividing the companies into
different groups to further analyse the relationship, it is obvious that the
one-size-fits-all approach does not work – the optimum structure of a corporate
board is idiosyncratic, rather than universal – particular companies may not
require the greater monitoring by having a higher proportion of outside
directors (Mak & Roush, 2000).
Arguably, a one-size-fits-all approach to
this aspect of governance only imposes unnecessary costs on firms with the low
agency problems characteristically inherent in family-controlled companies. There was, for example, no evidence that large
Main Board companies benefited financially from having more independent
directors. Similarly, there was no such evidence for small Main Board companies.
Indeed, there were some hints in the statistical tests to suggest that
independent directors and corporate financial performance were negatively
associated for small Main Board companies, though the evidence failed the
homogeneity of variance assumption test, and therefore could not be taken to
support such a claim.
This point aside, while
having the same governance standard for all companies might be seen as fair and
equitable on the surface, it might also be argued as unfair and inequitable if
the companies regulated do not benefit to the same extent. Even if the
additional transaction costs of adding independent directors may be well
absorbed by large companies because of their larger scale of operations, the
costs may be inappropriately high for small companies. In any event, costs not
recovered by the financial value attributed to the ensuing benefits cannot be
justified as money well spent.
It is noteworthy that the better
financial performance found was in general market-based returns. Only in
medium-sized Main Board companies and CAs were higher accounting returns found.
Market-based returns are predominantly a function of market perception of a
company’s valuation, while accounting returns reveal periodic operating
results. Apparently the improvement in financial performance was more because
of favourable market sentiment towards companies with additional independent
directors than actual improvement in operating results. Nevertheless, higher
valuation of a company’s stocks remains a reflection of better company
performance.
5.2.2 Relevance
of Findings to Existing Regulations
These findings make the
HKEx’s focuses on adding INEDs to company boards contestable. It was shown that
the strength of relationship lies on NEDs, but as a board component inclusive
of their INED members, rather than on INEDs as a separate cohort. Indeed, of
the many relationships found, it was only in medium-sized Main Board companies
and CAs that significant relationships were evident in relation to INEDs. With
respect to enhancing company financial performance, it appears that the thrust
should rather be on increasing NEDs than INEDs.
It is noteworthy that
contrary to the prevalent global trend on increasing the proportion of
independent directors instead of their absolute number, that the HKEx adopts
the absolute number approach; indeed, from 1 October 2004, increasing the
minimum INEDs each company board has from two to three. This runs counter to
the empirical evidence in this study that % of NEDs has stronger
relationship with financial performance than No. of NEDs. Accordingly,
specifying a minimum percentage threshold of NEDs might be a more prudent
policy in terms of achieving better company performance.
5.2.3 Recommendations
to Policy Makers
This study has provided insight
into the direction of governance policy in respect of companies listed on the
HKEx. That policy should bear in mind the following relationships that the
study has revealed:
- a higher % of NEDs in CAs, CEs, GEM
companies and high MV/BV Main Board companies was associated with better
market-based returns;
- a higher % of NEDs in CAs was
associated with better accounting returns;
- a higher % of INEDs in medium-sized
Main Board companies was associated with better accounting returns;
- the relationship between NEDs and company
financial performance was stronger in GEM companies than others; and
- the relationship between NEDs and company
financial performance was stronger in CAs and CEs than others.
Where the primary objective is to
improve corporate financial performance, the findings of this study imply that
the following mechanisms for setting governance standards on board independence
would be appropriate:
- excluding CEs and CAs on the Main Board,
identify the remaining Main Board companies with MV/BV over 3;
- excluding CEs and CAs and the High MV/BV
Companies on the Main Board, divide the remaining Main Board companies into
Large, Medium and Small according to their market capitalisation (the
thresholds are respectively over HK$10,000 million, from HK$1,000 million
to HK$10,000 million, less than HK$1,000 million);
- combining the groups identified above with
the CEs, CAs and GEM companies that the HKEx currently uses to label its
listed entities, all Hong Kong listed companies will fall into one of the
following seven categories:
Ø
Main Board
– CEs
Ø
Main Board
– CAs
Ø
Main Board
– High MV/BV Companies
Ø
Main Board
– Large Companies
Ø
Main Board
– Medium Companies
Ø
Main Board
– Small Companies
Ø
GEM
Companies;
- specify a minimum proportion of NEDs in
the board of each of the company category. Since positive relationships
were found between NEDs and company financial performance in respect of
Main Board – CEs, Main Board – CAs, Main Board – High MV/BV Company, Main
Board – Medium Companies and GEM Companies, a minimum threshold for
proportion of NEDs should be imposed upon them. The mean % of NEDs
for all companies in our sample was 0.44, therefore a standard threshold
to start with could well be 1/2 which, if needed, can be raised higher
perhaps to 2/3 in subsequent years. In relation to Main Board – Large
Companies and Main Board – Small Companies, as no significant association
was identified, imposing a minimum threshold might only raise unnecessary
transaction costs without commensurate benefits. Therefore, no minimum
threshold is recommended. Instead, companies in these two categories could
be allowed to make their own governance decisions in this respect.
It appears appropriate
for the above classification of companies to be reviewed on an annual basis.
Though grouping companies as such and assigning the relevant threshold to each
category is the preferred approach, understandably such a policy might not be
feasible to implement due to political and practical reasons. In those
circumstances, a fall-back option is to apply a single threshold to all
companies regardless. In any case, using a % of NEDs threshold is
preferred to the current requirement of setting a minimum No. of INEDs.
5.3 Generalisability
of Results
It has been suggested
that the lower the governance standard of a market, the stronger is the
relationship between governance and firm value (Bauer, Guenster & Otten,
2004). In a highly regulated market, the monitoring function of the board of
directors could have already been served by the regulatory bodies (Hossain, Prevost & Rao, 2001; Wood & Patrick, 2003). The Hong Kong market is widely perceived to
be less regulated than the US or the UK markets. That could be one reason why
this study on Hong Kong companies shows a stronger relationship between
independent directors and company performance than previous research on US and
UK companies.
At the individual
company level, the governance standards of GEM companies, CEs and CAs might be
less rigid than for other companies listed in Hong Kong. GEM companies face
less stringent listing requirements than those of the Main Board, leading some
people to view the GEM as a secondary board. GEM companies are generally
neophyte companies with a short operating history. For them, CG would, by and
large, occupy a lower priority – at least by the board of directors and
shareholders – as compared to company survival or growth. With respect to CEs
and CAs, their boards of directors are comprised predominantly of mainland
Chinese. Understandably, they are generally less acquainted with western-styled
management and less sensitive to the CG matters that have so occupied western
markets in recent times. By extending the regulatory standard proposition
further to the company level, it could be contended that since the governance
standards of growth-oriented companies and companies majority-owned by mainland
Chinese interests are generally lower than their counterparts, they, therefore,
exhibit stronger relationships between independent directors and company
performance.
Though the Hong Kong
market has its own peculiar characteristics and composition, its governance
regulations and CG rating are assessed to be close to those of a number of
other Asian countries, particularly the CG regimes observed in Singapore,
India, Taiwan, Korea and Malaysia (CLSA, 2003). The increasing weightings of
companies with mainland Chinese interests may be limited to the HKEx, yet the
characteristic of dominance of family-owned companies is shared by many Asian
countries, continental Europe, and New Zealand, and to a lesser degree,
Australia. There is a paucity of research in the specific context of the Asian
countries just noted, but the findings of this study are generally consistent
with prior research done for New Zealand and Australian companies.
This study effectively
covers all listed companies in Hong Kong. The research findings have a
potential relevance not only to Hong Kong, but also to other markets with
similar levels of governance regimes and especially so where companies’ affairs
are exposed to the influence of dominant family-owned interests.
References
Agrawal, A. and
Knoeber, C. (1996), “Firm Performance and Mechanisms to Control Agency Problems
between Managers and Shareholders”, Journal of Financial and Quantitative
Analysis, Vol. 31, pp. 377-397.
Alchian, A.A. and
Demsetz, H. (1972), “Production, Information Costs and Economic Organization”, American
Economic Review, Vol. 62, No. 5, pp. 777-795.
Aramatunga,
D., Baldry, D., Sarshar, M. and Newton, R. (2002), “Quantitative and
Qualitative Research in the Built Environment: Application of “Mixed” Research
Approach”, Work Study, Vol. 51, No. 1, pp. 17-31.
Australian
CPA Network (2005),
“Governance of East Asian Corporations”, Member Profile, April – June, pp.
22-23.
Baker,
M.J. (2001), “Selecting a Research Methodology”, The Marketing Review,
Vol. 1, pp. 373-397.
Baker,
M.J. (2002a), “Sampling”, The Marketing Review, Vol. 3, pp. 103-120.
Baker,
M.J. (2002b), “Research Methods”, The Marketing Review, Vol. 3, pp.
167-193.
Baker,
T.L. (1999), Doing Social Research, Singapore: McGraw-Hill.
Bauer, R., Guenster, N.
and Otten, R., (2004), “Empirical Evidence on Corporate Governance in Europe”, Journal
of Asset Management, August, Vol. 5, No. 2, pp. 91-104.
Baysinger, B. and
Butler, H. (1985), “Corporate Governance and The Board of Directors:
Performance Effects of Changes in Board Composition”, Journal of Law,
Economics, and Organization, Vol. 1, pp. 101-124.
Berle, A.A. and Means,
G.C. (1932), The Modern Corporation and Private Property, New York:
Macmillan.
Bhagat, S. and Black,
B. (1999), “The Uncertain Relationship Between Board Composition and Firm
Performance”, The Business Lawyer, May, Vol. 54, No. 3, pp. 921-963.
Bhagat, S. and Black,
B. (2002), “The Non-Correlation Between Board Independence and Long-Term Firm
Performance”, Journal of Corporate Law, Winter, Vol. 27, No. 2, pp.
231-273.
Bogartz, R.S. (1994), An
Introduction to the Analysis of Variance, Westport: Praeger.
Bourne, M., Franco, M.
and Wilkes, J. (2003), “Corporate Performance Measurement”, Measuring
Business Excellence, Vol. 7, No. 3, pp. 15-21.
Carver,
R.H. and Nash J.G. (2005), Doing Data Analysis with SPSS Version 12,
Belmont: Brooks/Cole.
Cavana,
R.Y., Delahaye, B.L and Sekaran, U. (2001), Applied Business Research:
Qualitative and Quantitative Methods, Queensland: John Wiley & Sons.
Cheung, S.N.S. (1969), The
Theory of Share Tenancy, Chicago: University of Chicago Press.
Chow, P. (2004a),
“Implementation and Enforcement in Corporate Governance – the Case of Hong
Kong”, OECD – 6th Asian Roundtable on Corporate Governance.
Chow, P. (2004b),
“Strengthening Corporate Governance in Hong Kong”, The Hong Kong Accountant,
January, pp. 24-30.
Clark, F.L. and Dean,
G.W. (2005), “Corporate Governance: A Case of Misplaced Concreteness”, in Corporate
Governance: Does Any Size Fit, Advances in Public Sector Accounting, Vol.
11, pp. 15-39.
CLSA Emerging Markets
(2003), CG Watch – Corporate Governance in Asia, April, Hong Kong: CLSA
Emerging Markets and Asian Corporate Governance Association.
Coase, R.H.
(1937), “The Nature of the Firm”, Economica, Vol. 4, pp. 386 – 405.
Coelho,
P.R.P., McClure, J.E. and Spry, J.A. (2003), “The Social Responsibility of
Corporate Management: A Classical Critique”, Mid-American Journal of
Business, Vol. 18, No. 1, pp. 15-24.
Coulson-Thomas, C.
(1992), “Developing Competent Directors and Effective Boards”, The Journal
of Management Development, Vol. 11, No. 1, pp. 39-49.
Creswell,
J.W. (1994), Research Design: Qualitative & Quantitative Approaches,
CA: SAGE Publications.
Daily, C.M., Johnson, J.L. and
Dalton, D.R. (1999), “On the Measurements of Board Composition: Poor
Consistency and a Serious Mismatch of Theory and Operationalization”, Decision
Sciences, Winter, Vol. 30, No. 1, pp. 83-106.
Dalton, D.R., Daily,
C.M., Ellstrand, A.E. and Johnson, J.L. (1998), “Meta-Analytic Reviews of Board
Composition, Leadership Structure, and Financial Performance”, Strategic
Management Journal, March, Vol. 19, No. 3, pp. 269-290.
Dalton, D.R., Daily,
C.M., Johnson, J.L. and Ellstrand, A.E. (1999), “Number of Directors and
Financial Performance: A Meta-Analysis”, Academy of Management Journal,
Vol. 42, No. 6, pp. 674-686.
Davis, S.M. (2002),
“Leading Corporate Governance Indicators”, in C.K. Low (Ed.), Corporate
Governance – An Asia-Pacific Critique, Hong Kong: Thomson.
Denscombe, M. (2002), Ground
Rules for Good Research, Buckingham: Open University Press.
Denscombe, M. (2003), The
Good Research Guide, Berkshire: Open University Press.
Donaldson, L. and
Davis, J.H. (1991), “Stewardship Theory or Agency Theory: CEO Governance and
Shareholder Returns”, Australian Journal of Management, Vol. 16, No. 1,
pp. 49-64.
Elloumi, F. and Gueyié,
J-P. (2001), “Financial Distress and Corporate Governance: An Empirical
Analysis”, Corporate Governance, Vol. 1, No. 1, pp. 15-23.
Fama, E.F. (1980),
“Agency Problems and The Theory of the Firm”, Journal of Political Economy,
Vol. 8, pp. 288-307.
Freeman,
R.E. (1984), Strategic Management: A Stakeholder Approach, Boston:
Pitman.
Freshfields Bruckhaus
Deringer (2003), Recent Amendments to the Japanese Commercial Code – An
Overview, February.
Friedman, M.
(1962), Capitalism and Freedom, Chicago: University of Chicago Press.
Friedman, M.
(1970), “The Social Responsibility of Business is to Increase Its Profits”, The
New York Times Magazine, 13 September.
Goldberg, J.
(1989), Anatomy of a Scientific Discovery, Bantam Books.
Goo, S.H. and Carver,
A. (2003), Corporate Governance – The Hong Kong Debate, Hong Kong:
Thomson.
Hermalin, B. and
Weisbach, M. (1991), “The Effects of Board Composition and Direct Incentives on
Firm Performance”, Financial Management, Vol. 20, pp. 101-112.
Ho, S.M.M. and Wong,
K.S. (2001), “A Study of the Relationship between Corporate Governance
structures and the Extent of Voluntary Disclosure”, Journal of International
Accounting, Auditing & Taxation, Vol. 10, pp. 139-156.
Ho, S.M.M. and Xu, H.G.
(2002), “Corporate Governance in the People’s Republic of China”, in C.K. Low
(Ed.), Corporate Governance – An Asia-Pacific Critique, Hong Kong:
Thomson.
Hong Kong Society of
Accountants (1997), Second Report of the Corporate Governance Working Group.
Hossain, M., Prevost,
A.K. and Rao, R.P. (2001), “Corporate Governance in New Zealand: The Effect of
the 1993 Companies Act on the Relationship Between Board Composition and Firm
Performance”, Pacific-Basin Finance Journal, Vol. 9, pp. 119-145.
Huck, S.W. (2004), Reading
Statistics and Research, Boston: Pearson Education.
Jensen, M.C. and
Meckling, W.H. (1976), “Theory of the Firm: Managerial Behavior, Agency Costs
and Ownership Structure”, Journal of Financial Economics, Vol. 3, pp.
305-360.
Jin, L.Q. (2003),
“Corporate Governance and Private Sector Development in Asia”, a speech given
in Asian Business Dialogue on Corporate Governance 2003, Hong Kong:
Asian Corporate Governance Association.
Kang, J.K. and
Shivdasani, A. (1999), “Alternative Mechanisms for Corporate Governance in
Japan: An Analysis of Independent and Bank-Affiliated Firms”, Pacific-Basin
Finance Journal, Vol. 7, pp. 1-22.
Kaplan R.S. and Norton
D.P. (1992), “The Balanced Scorecard – Measures that Drive Performance”, Harvard
Business Review, January/February, pp. 71-79.
Kay, J. and Silberston,
A. (1995), “Corporate Governance”, National Institute Economic Review,
August, Vol. 153, pp. 84-98.
Korac-Kakabadse, N.,
Kakabadse, A.K. and Kouzmin, A. (2001), “Board Governance and Company Performance:
Any Correlations?” Corporate Governance, Vol. 1, No. 1, pp. 24-30.
Laine, C. (1998),
“Modernising Company Law and Governance”, Accountancy, April, Vol. 121,
Iss. 1256, p. 93.
Laing, D. and Weir,
C.M. (1999), “Governance Structures, Size and Corporate Performance in UK
Firms”, Management Decision, Vol. 37, Iss. 5, pp. 457-464.
Lashgari, M. (2004),
“Corporate Governance: Theory and Practice”, The Journal of American Academy
of Business, September, Vol. 5, No. 1/2, pp. 46-51.
Lawrence,
J. and Stapledon, G. (1999), “Is Board Composition Important? A Study of Listed
Australian Companies”, Working Paper, University of Melbourne.
Learmount, S. (2002), Corporate
Governance – What Can be Learned from Japan? New York: Oxford University
Press.
Leblanc, R. and
Gillies, J. (2003), “The Coming Revolution in Corporate Governance”, Ivey
Business Journal Online, September/October, pp. 1-9.
Lipton, P. (2002), “The
Practice of Corporate Governance in Australia: Regulation, Disclosure and Case
Studies”, in C.K. Low (Ed.), Corporate Governance – An Asia-Pacific Critique,
Hong Kong: Thomson.
Mak, V. and Roush, M.L.
(2000), “Factors Affecting the Characteristics of Boards of Directors: An
Empirical Study of New Zealand Initial Public Offering Firms”, Journal of
Business Research, Vol. 47, pp. 147-159.
Matolcsy, Z., Stokes,
D. and Wright, A. (2004), “Do Independent Directors Add Value?”, Australian
Accounting Review, March, Vol. 14, No. 1, pp. 33-40.
Medawar, P. (1991), “Is
the Scientific Paper a Fraud”, in The Threat and the Glory, pp. 228-233,
Guildford: Oxford University Press.
Mobius, J.M. (2002),
“Issues in Global Corporate Governance”, in C.K. Low (Ed.), Corporate
Governance – An Asia-Pacific Critique, Hong Kong: Thomson.
Norburn, D., Boyd, B.K., Fox, M. and Muth,
M. (2000), “International Corporate Governance Reform”, European Business
Journal, Vol. 12, Iss. 3, pp. 116-133.
North, D.C. (1994), “Economic Performance
Through Time”, American Economic Review, June, Vol. 84, No. 4, pp.
359-368.
Organisation for Economic Co-operation and
Development (2004), OECD Principles of Corporate Governance, Paris:
OECD.
Powell, W. (1996), “Trust-based Forms of
Governance”, in R. Kramer and T. Tyler (Eds.), Trust in Organizations,
New York: Random House.
Psaros, J. and Seamer, M. (2002), Horwath
2002 Corporate Governance Report, Sydney: Horwath.
Rhoades, D.L., Rechner,
P.L. and Sundaramurthy, C. (2000), “Board Composition and Financial
Performance: A Meta-Analysis of the Influence of Outside Directors”, Journal
of Managerial Issues, Vol. 12, Iss. 1, pp. 76-88.
Roberts, J. (2001),
“Trust and Control in Anglo-American Systems of Corporate Governance: The
Individualizing and Socializing Effects of Processes of Accountability”, Human
Relations, Vol. 54, No. 2, pp. 1547-72.
Roszak,
T. (1986), The Cult of Information, Cambridge: Lutterwoth Press.
Shearman & Sterling
(2003), NYSE Revises Proposals on Director Independence, April.
Smith, A
(1776, 1937), The Wealth of Nations, Toronto: Random House.
Steiner, G.A. and
Steiner, J.F. (2003), Business, Government, and Society – A Managerial
Perspective, New York: McGraw-Hill.
Thain, D.H.
(1994), “The TSE Corporate Governance Report: Disappointing”, Business
Quarterly, Autumn, Vol. 59, Iss. 1, pp. 76-86.
The Hong Kong
Accountant (2003), “Measuring
Corporate Governance”, October, pp. 26-28.
Tian, J.J.
and Lau, C.M. (2001), “Board Composition, Leadership Structure and Performance
in Chinese Shareholding Companies”, Asia Pacific Journal of Management,
June, Vol. 18, Iss. 2, pp. 245-263.
Tsui, J. and Gul. F.A.
(2002), Consultancy on a Survey on the Corporate Governance Regimes in Other
Jurisdictions in connection with the Corporate Governance Review – Final Report,
CityU Professional Services.
Tsui, J. and Gul. F.A.
(2003), Consultancy on a Survey on International Investors’ Attitude Towards
Corporate Governance Standards in Hong Kong
in connection with the Corporate Governance Review – Final Report,
CityU Professional Services.
Weir, C. and Laing, D.
(2000), “The Performance-Governance Relationship: The Effects of Cadbury
Compliance on UK Quoted Companies”, Journal of Management and Governance,
Vol. 4, pp. 265-281.
Weir, C. and Laing, D.
(2001), “Governance Structure, Director Independence and Corporate Performance
in the UK”, European Business Review, Vol. 13, Iss. 2, pp. 86-94.
Wood, M. and Patrick,
T. (2003), “Jumping on the Bandwagon: Outside Representation in Corporate
Governance”, The Journal of Business and Economic Studies, Vol. 9, No.
2, pp. 48-53.
Young, B. (2003), “Corporate Governance and
Firm Performance: Is There a Relationship?”, Ivey Business Journal Online,
September/October, pp. 1-5.
No comments:
Post a Comment