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An Analysis of Changes in Board Structure during Corporate Governance Reforms

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  • David Hillier
  • Patrick McColgan

Abstract

This study examines the evolution of company board structure during a period of corporate governance reform. Using data over a time period following the publication of the Cadbury Report (1992) we present evidence of an increase in the independence of UK boards, as measured by an increased willingness to employ independent non‐executive directors, and to separate the positions of the CEO and the Chairman of the Board. In examining the determinants of these changes, we find that boards change more readily in response to changes in managerial control, equity issuance and corporate performance than changes in the firm‐specific operating environment of companies.

Suggested Citation

  • David Hillier & Patrick McColgan, 2006. "An Analysis of Changes in Board Structure during Corporate Governance Reforms," European Financial Management, European Financial Management Association, vol. 12(4), pages 575-607, September.
    • Handle: RePEc:bla:eufman:v:12:y:2006:i:4:p:575-607
    DOI: 10.1111/j.1468-036X.2006.00332.x
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    1. Fama, Eugene F & Jensen, Michael C, 1983. "Separation of Ownership and Control," Journal of Law and Economics, University of Chicago Press, vol. 26(2), pages 301-325, June.
    2. Michael C. Jensen, 2010. "The Modern Industrial Revolution, Exit, and the Failure of Internal Control Systems," Journal of Applied Corporate Finance, Morgan Stanley, vol. 22(1), pages 43-58, January.
    3. Kang, Jun-Koo & Shivdasani, Anil, 1995. "Firm performance, corporate governance, and top executive turnover in Japan," Journal of Financial Economics, Elsevier, vol. 38(1), pages 29-58, May.
    4. Comment, Robert & Jarrell, Gregg A., 1995. "Corporate focus and stock returns," Journal of Financial Economics, Elsevier, vol. 37(1), pages 67-87, January.
    5. Himmelberg, Charles P. & Hubbard, R. Glenn & Palia, Darius, 1999. "Understanding the determinants of managerial ownership and the link between ownership and performance," Journal of Financial Economics, Elsevier, vol. 53(3), pages 353-384, September.
    6. Kenneth V. Peasnell & Peter F. Pope & Steven Young, 2003. "Managerial Equity Ownership and the Demand for Outside Directors," European Financial Management, European Financial Management Association, vol. 9(2), pages 231-250, June.
    7. Franks, Julian & Mayer, Colin & Renneboog, Luc, 2001. "Who Disciplines Management in Poorly Performing Companies?," Journal of Financial Intermediation, Elsevier, vol. 10(3-4), pages 209-248, July.
    8. Steven Young, 2000. "The Increasing Use of Non-Executive Directors: Its Impact on UK Board Structure and Governance Arrangements," Journal of Business Finance & Accounting, Wiley Blackwell, vol. 27(9&10), pages 1311-1342.
    9. Steven Young, 2000. "The Increasing Use of Non‐Executive Directors: Its Impact on UK Board Structure and Governance Arrangements," Journal of Business Finance & Accounting, Wiley Blackwell, vol. 27(9‐10), pages 1311-1342, November.
    10. Jay Dahya & John J. McConnell & Nickolaos G. Travlos, 2002. "The Cadbury Committee, Corporate Performance, and Top Management Turnover," Journal of Finance, American Finance Association, vol. 57(1), pages 461-483, February.
    11. Anup Agrawal & Charles R. Knoeber, "undated". "Firm Performance and Mechanisms to Control Agency Problems between Managers and Shareholders (Revision of 29-94)," Rodney L. White Center for Financial Research Working Papers 08-96, Wharton School Rodney L. White Center for Financial Research.
    12. Easterbrook, Frank H, 1984. "Two Agency-Cost Explanations of Dividends," American Economic Review, American Economic Association, vol. 74(4), pages 650-659, September.
    13. Denis, David J. & Denis, Diane K., 1994. "Majority owner-managers and organizational efficiency," Journal of Corporate Finance, Elsevier, vol. 1(1), pages 91-118, March.
    14. Yermack, David, 1996. "Higher market valuation of companies with a small board of directors," Journal of Financial Economics, Elsevier, vol. 40(2), pages 185-211, February.
    15. Ronald C. Anderson & David M. Reeb, 2003. "Founding-Family Ownership and Firm Performance: Evidence from the S&P 500," Journal of Finance, American Finance Association, vol. 58(3), pages 1301-1327, June.
    16. Fee, C. Edward & Hadlock, Charles J., 2004. "Management turnover across the corporate hierarchy," Journal of Accounting and Economics, Elsevier, vol. 37(1), pages 3-38, February.
    17. Demsetz, Harold & Lehn, Kenneth, 1985. "The Structure of Corporate Ownership: Causes and Consequences," Journal of Political Economy, University of Chicago Press, vol. 93(6), pages 1155-1177, December.
    18. Weisbach, Michael S., 1988. "Outside directors and CEO turnover," Journal of Financial Economics, Elsevier, vol. 20(1-2), pages 431-460, January.
    19. Ronald C. Anderson & David M. Reeb, 2003. "Founding‐Family Ownership and Firm Performance: Evidence from the S&P 500," Journal of Finance, American Finance Association, vol. 58(3), pages 1301-1328, June.
    20. Benjamin E. Hermalin & Michael S. Weisbach, 1988. "The Determinants of Board Composition," RAND Journal of Economics, The RAND Corporation, vol. 19(4), pages 589-606, Winter.
    21. Anup Agrawal & Charles R. Knoeber, "undated". "Firm Performance and Mechanisms to Control Agency Problems between Managers and Shareholders (Revision of 29-94)," Rodney L. White Center for Financial Research Working Papers 8-96, Wharton School Rodney L. White Center for Financial Research.
    22. Dahya, Jay & McConnell, John J., 2005. "Outside directors and corporate board decisions," Journal of Corporate Finance, Elsevier, vol. 11(1-2), pages 37-60, March.
    23. Agrawal, Anup & Knoeber, Charles R., 1996. "Firm Performance and Mechanisms to Control Agency Problems between Managers and Shareholders," Journal of Financial and Quantitative Analysis, Cambridge University Press, vol. 31(3), pages 377-397, September.
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    Cited by:

    1. James E. Cicon & Stephen P. Ferris & Armin J. Kammel & Gregory Noronha, 2012. "European Corporate Governance: a Thematic Analysis of National Codes of Governance," European Financial Management, European Financial Management Association, vol. 18(4), pages 620-648, September.
    2. Stephen G. Sapp, 2008. "The Impact of Corporate Governance on Executive Compensation," European Financial Management, European Financial Management Association, vol. 14(4), pages 710-746, September.
    3. Guest, Paul M., 2008. "The determinants of board size and composition: Evidence from the UK," Journal of Corporate Finance, Elsevier, vol. 14(1), pages 51-72, February.
    4. Catarina Fernandes & Jorge Farinha & Francisco Vitorino Martins & Cesario Mateus, 2021. "The impact of board characteristics and CEO power on banks’ risk-taking: stable versus crisis periods," Journal of Banking Regulation, Palgrave Macmillan, vol. 22(4), pages 319-341, December.
    5. Pieter-Jan Bezemer & Stefan Peij & Gregory Maassen & Han Halder, 2012. "The changing role of the supervisory board chairman: the case of the Netherlands (1997–2007)," Journal of Management & Governance, Springer;Accademia Italiana di Economia Aziendale (AIDEA), vol. 16(1), pages 37-55, February.
    6. Shivan Sarpal, 2018. "Does Endogeneity in Causal Relationships Matter: A Case of Board Independence and Firm’s Market Valuation," Emerging Economy Studies, International Management Institute, vol. 4(1), pages 19-39, May.
    7. Ongsakul, Viput & Treepongkaruna, Sirimon & Jiraporn, Pornsit & Uyar, Ali, 2021. "Do firms adjust corporate governance in response to economic policy uncertainty? Evidence from board size," Finance Research Letters, Elsevier, vol. 39(C).
    8. Don M. Autore & Jeffrey Hobbs & Tunde Kovacs & Vivek Singh, 2019. "Do shareholder rights influence the direct costs of issuing seasoned equity?," Review of Quantitative Finance and Accounting, Springer, vol. 52(1), pages 1-33, January.
    9. Charlie Weir & Oleksandr Talavera & Alexander Muravyev, 2011. "The Return on Human Capital: the Case of UK Non-executive Directors that are also Executive Directors," University of East Anglia Applied and Financial Economics Working Paper Series 029, School of Economics, University of East Anglia, Norwich, UK..
    10. Chen, Ming-Yuan, 2014. "Determinants of corporate board structure in Taiwan," International Review of Economics & Finance, Elsevier, vol. 32(C), pages 62-78.
    11. Narendra Bhana, 2016. "The Stock Market Reaction to Board Changes: The South African Experience," Journal of Emerging Market Finance, Institute for Financial Management and Research, vol. 15(3), pages 269-294, December.
    12. Charlie Weir & Oleksandr Talavera & Alexander Muravyev, 2011. "Performance effects of appointing other firms' executive directors," Working Papers 2011_12, Durham University Business School.
    13. Munisi, Gibson & Hermes, Niels & Randøy, Trond, 2014. "Corporate boards and ownership structure: Evidence from Sub-Saharan Africa," International Business Review, Elsevier, vol. 23(4), pages 785-796.
    14. Yun Shen & Damien Wallace & Krishna Reddy & Vikash Ramiah, 2022. "An investigation of CEO characteristics on firm performance," Accounting and Finance, Accounting and Finance Association of Australia and New Zealand, vol. 62(3), pages 3563-3607, September.
    15. Germain, Laurent & Galy, Nadine & Lee, Wanling, 2014. "Corporate governance reform in Malaysia: Board size, independence and monitoring," Journal of Economics and Business, Elsevier, vol. 75(C), pages 126-162.
    16. Yun Shen, 2021. "CEO characteristics: a review of influential publications and a research agenda," Accounting and Finance, Accounting and Finance Association of Australia and New Zealand, vol. 61(1), pages 361-385, March.
    17. ATM Adnan & Nisar Ahmed, 2019. "The Transformation Of The Corporate Governance Model: A Literature Review," Copernican Journal of Finance & Accounting, Uniwersytet Mikolaja Kopernika, vol. 8(3), pages 7-47.

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