The incomplete contract between the shareholder and manager results in the need for
Corporate Governance (CG) mechanisms through which the shareholders ensure that
the managers really work with the objective of creating wealth for them by
getting good returns. Hence, a better CG mechanism ensures better firm performance. But
the researchers always question the effectiveness of CG practices in improving the efficiency
of the utilization of shareholders funds, and thereby, increasing the performance of the
firm. The first two papers of this issue, focus on the relationship between CG and
firm performance.
In the first paper, "Corporate Governance Disclosure and Company Performance of
Hong Kong-Based and China-Based Family-Controlled Property Development Companies",
Steve C C Fong and Winnie W Y Shek analyze the relationship between CG disclosure
and firm performance of the Hong Kong Stock Exchange listed firms. The authors choose the
family-controlled property development companies for their analysis and classify them
into two categoriesthe firms based in China and those based in Hong Kong. The authors
develop an index to measure the mandatory and voluntary CG disclosure made by the sample
firms and arrive at the scores for them. They use simple correlation analysis to understand
the relationship between CG disclosures and firm performance. The results indicate that
there is a positive relationship between CG disclosure and financial performance in Hong
Kong-based companies, especially the operating profit margin and the net profit margin.
In the second paper, "Impact of Governance Instruments on the Productivity of
Nigerian Listed Firms", Adeolu O Adewuyi and Afolabi Emmanuel Olowookere analyze the effect of
CG mechanisms on the performance of Nigerian firms. Instead of using the conventional
financial performance indicators, they measure the firm performance in terms of productivity. The
CG measures that are considered include Board size, Directors' shareholding and
ownership concentration among others. The results indicate that governance measures like,
ownership concentration and debt-equity ratio are drivers of firms' productivity while the impact of
other major governance mechanisms like, Board size, Board independence, and independent
audit membership are insignificant on productivity.
As identified in the results of the second paper, ownership structure of the firm is one
of the important parameters of the CG system of a firm. But in the third paper,
"Ownership Structure in Greece: Impact of Corporate Governance", Themistokles Lazarides,
Evaggelos Drimpetas and Koufopoulos Dimitrios suggest that ownership structure is more
important than other CG parameters. They analyze ownership structure in Greece and its
relationship with CG structure of the firms. The authors study the determinants of the
ownership concentration, which include the CG parameters. The findings suggest that
ownership structure of listed business entities in Greece is affected by the historical development
of the firm, its organizational scheme and even more by the balance of power and
control within the firm. CG mechanisms as well as external factors, like the law, index ranking,
and existence of an external market for corporate control do not seem to have any
significant effect on ownership structure.
Firms typically adopt better CG practices than what is prescribed as mandatory
if they wish to attain competitiveness in the capital market. In the fourth paper,
"Voluntary Corporate Governance Disclosure: A Study of Selected Companies in India",
Reema Sharma and Fulbag Singh analyze the voluntary CG practices of the companies over
and above the mandatory requirements as per clause 49 of
the listing agreement. The sample includes 50 listed firms from four industries, viz., software, textiles, sugar and paper.
The authors develop a voluntary CG disclosure index and arrive at the scores for
sample firms. The results indicate that the sample firms disclose less than 50% of the items
of voluntary CG disclosure index taken for the study. It is also observed that there is
no significant difference among the disclosure scores of these four industries chosen for
this study.
Typically, the CG practices of the business firms are aimed at protecting the
shareholders who are the participants of the capital market. But the research indicates that CG practices
are influenced by the product and labor market as well. In the fifth paper, "Product
Market Competition and Corporate Governance", Seema Lall analyzes the relationship between
product market competition and CG practices in the Indian firms. She considers three
industries, which are highly competitive, namely, `fast moving consumer goods', healthcare
and Information Technology and two lesser competitive industries namely infrastructure
and metals with a sample of 10 firms in each industry. The CG parameter used in this paper
is the board composition, which is measured with two parametersBoard size and
Board independence. The results indicate that the highly competitive and lesser
competitive industry firms indeed differ in the relationship between firm performance and
board composition.
In the sixth paper, "Corporate Governance in India: The Case of HDFC Bank ", Kirti
Ranjan Swain analyzes the Codes of CG in HDFC Bank, one of India's leading private sector
banks. First, the study provides a detailed review of existing Codes of CG. Then the author
analyzes the CG structures and practices in HDFC Bank. The author uses both primary and
secondary data for analyzing the adaptability of good codes of CG in Indian context in HDFC Bank
and concludes that though the bank's CG practices are satisfactory, it can be improved
in many areas.
Corporate governance might be only about protecting the shareholders in
Anglo-American context. But the European definition of CG includes the responsibility towards
not just the shareholders but all the stakeholders, which includes the society also. In the
last paper, "Do Corporates have Social Responsibility? A Case Study of TVS Motor Company",
M Indira and Siddaraju V G describe the Corporate Social Responsibility (CSR)
activities undertaken by TVS Motors Ltd., one of India's leading two wheeler manufacturing
firms. Using the case study approach, the authors analyze the CSR objectives of the firm,
their capability to identify social issues, implementation of strategies, and social relevance of
the issues addressed by the company and the attitude of the decision makers in the firm
towards CSR. The authors argue that the CSR initiatives of TVS are a good example of how a
corporate can bring effective changes in the region where they operate.
-- S Subramanian
Consulting Editor
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