We analyze whether companies involved in a security class action suit (SCAS) exhibit differential capital structure decisions, and if the information revealed by a corporate scandal affects the security issuances and stock prices of industry peers. Our findings show that before a SCAS is filed, companies involved in a scandal show a greater amount of security offerings than their peers and, due to equity mispricing, are more likely to use equity as a financing mechanism. Following a SCAS filling, these (...) companies exhibit a decreasing amount of total external finance raised and lower levels of book and market leverage. Industry peers' issuance patterns exhibit significant contagion, with reduced debt and equity issuance following the SCAS filing. Corporate scandals also have meaningful negative effects on stock prices and bond ratings. Similar to capital structure, we document contagion at the industry level with peers' share prices yielding negative returns as well. (shrink)

I apply stigma-management strategies to corporate scandals and expand on past research by (a) describing a particular type ofstigma management strategy that involves accepting responsibility while denying it, (b) delineating types of stigma that occur in scandals (demographic versus character), and (c) considering the moral implications of shifting stigmas that arise from scandals. By emphasizing the distinction between character and demographic stigma, I make progress in evaluating the moral implications of shifting different types of stigma.

I apply stigma-management strategies to corporate scandals and expand on past research by (a) describing a particular type ofstigma management strategy that involves accepting responsibility while denying it, (b) delineating types of stigma that occur in scandals (demographic versus character), and (c) considering the moral implications of shifting stigmas that arise from scandals. By emphasizing the distinction between character and demographic stigma, I make progress in evaluating the moral implications of shifting different types of stigma.

I apply stigma-management strategies to corporate scandals and expand on past research by (a) describing a particular type ofstigma management strategy that involves accepting responsibility while denying it, (b) delineating types of stigma that occur in scandals (demographic versus character), and (c) considering the moral implications of shifting stigmas that arise from scandals. By emphasizing the distinction between character and demographic stigma, I make progress in evaluating the moral implications of shifting different types of stigma.

This study examines the antecedents of corporate scandals. Corporate scandals are defined as rare events occurring at the apex of corporate fame when managerial fraud suddenly emerges in conjunction with a significant gap between perceived corporate success and actual economic conditions. Previous studies on managerial fraud have examined the antecedents of illegal acts in isolation from strategic decisions and in terms of CEOs’ individual responses to the external context. This study frames the antecedents of (...) corporate scandals in terms of the interplay of CEOs’ personal traits with corporate strategy and stakeholders’ cohesion. With this aim, this study builds on extant theory to examine the case of Banca Popolare di Lodi, an Italian bank involved in a corporate scandal in year 2005. The model contributes to advance understanding of the complex dynamics underlying the emergence of corporate scandals. (shrink)

This paper presents a comparative analysis of three American and three European corporate failures. The first part of the analysis is based on a theoretical framework including six areas of ethical climate; tone at the top; bubble economy and market pressure; fraudulent financial reporting; accountability, control, auditing, and governance; and management compensation. The second and third parts consider the analysis of these cases from fraud perspective and in terms of firm-specific characteristics and environmental context. The research analyses shed light (...) on the fact that, despite major differences between Europe and U.S. in terms of political institutions, laws and regulations as well as managerial practices, there are significant similarities between six groups. The analysis also demonstrates that, the ethical dilemma has been coupled with ineffective boards, inefficient corporate governance and control mechanisms, distorted incentive schemes, accounting irregularities, failure of auditors, dominant CEOs, dysfunctional management behavior and the lack of a sound ethical tone at the top. Significant similarities were also observed in the analysis from the fraud triangle perspective. However, there are several major differences between the six corporate failure cases particularly with regard to ownership structure, coverage in media, and legal, regulatory and governance frameworks. This research study may have several academic and practical contributions, particularly because of multidisciplinary, international features, and comparative analyses used in the paper. (shrink)

The recent accounting scandals at Enron, WorldCom, and other corporations have helped to fuel a massive loss of confidence in the integrity of American business and have contributed to a very sharp decline in the U.S. stock market. Inasmuch as these events have brought ethical questions about business to the forefront in the media and public consciousness as never before, they are of signal importance for the field of business ethics. I offer some observations and conjectures about the bearing (...) of the recent scandals on the literature on business ethics. I defend the following contentions: 1. Recent events reveal serious weaknesses of the stakeholder theory about the social responsibilities of business which lacks prohibitions against fraud and deception. This is a glaring deficiency of standard versions of the stakeholder theory, but it is easily remedied by adding explicit prohibitions against fraud and deception. In addition, recent events highlight the stakeholder theory's very naive and unrealistic hopes and expectations for business executives as moral arbiters and agents of social improvement. 2. Recent events do not constitute an objection to the shareholder theory about the social responsibilities of business, however, these events make evident the implausibility of strong versions of the invisible hand theory. 3. Schemes of payment and reward often create perverse incentives for individuals to engage in unethical conduct. 4. Both the shareholder theory and the stakeholder theory need to add a constraint that requires executives to respect the professional obligations of employees. (shrink)

Citing recent examples including Enron, Arthur Andersen, and WorldCom, _Permission to Steal _explores what went wrong and advocates a universal reassessment of what is considered “good” in corporate America. A fascinating exploration of the recent corporate scandals which have rocked the global business community. Written with sharp and compelling style, suitable for students, professionals, and general readers. Companion website offers discussion points for the book as well as an up-to-date chronology of ongoing corporate scandals.

Citing recent examples including Enron, Arthur Andersen, and WorldCom, _Permission to Steal_ explores what went wrong and advocates a universal reassessment of what is considered “good” in corporate America. A fascinating exploration of the recent corporate scandals which have rocked the global business community. Written with sharp and compelling style, suitable for students, professionals, and general readers. Companion website offers discussion points for the book as well as an up-to-date chronology of ongoing corporate scandals.

Using data on shareholder-initiated class action lawsuits in the US, I investigate the corporate scandals of US-listed foreign firms. The shareholders of scandal firms suffer considerable loss in both the short term and the long term. I document that firms domiciled in countries with weak institutions are more likely to be embroiled in corporate scandals, but such a relation can be moderated by the presence of Big 4 auditors. Investors automatically adjust for undiscovered misconduct when valuing (...) the stocks of non-scandal firms. Investors rely on the audit quality to form their expectations about the severity of undiscovered misconduct, and thus impose less negative spillovers on firms with Big 4 auditors, especially when the firms are from countries with weak institutions. Taken together, my results suggest that listing on US exchanges does not fully compensate for weak local institutions; voluntarily bonding to a more stringent audit process has an incremental effect on protecting shareholder interests and enhances the confidence of investors in firms’ financial integrity. (shrink)

In this article, we build on the stakeholder-politics literature to investigate how corporate scandals transform political contexts and give impetus to the contentious movements of fringe stakeholders against multinational corporations (MNCs). Based on Adut’s scandal theory, we flesh out three scandal-related processes that directly affect political-opportunity structures (POSs) and the generation of social movements against MNCs: convergence of contention toward a single target, publicization of deviant practices, and contagion to other organizations. These processes reduce the obstacles to collective (...) actions by fringe stakeholders by pushing corporate elites to be more sensitive to their claims, by decreasing MNCs’ capability to repress contentious movements, by forcing the targeted MNCs to formalize a policy to monitor and eradicate the controversial practices, and by helping fringe stakeholders find internal and external allies to support their claims. This conceptual model of scandals as catalysts of contentious actions contributes to a better understanding of stakeholder politics by unveiling the role of the political context in the coordination of fringe stakeholders. (shrink)

The revelation of widespread corruption in the Oil-for-Food Programme (the “Programme”) and the recent scandal involving the British arms manufacturer BAE Systems threatens to unravel the fragile global consensus on combating corruption. This paper outlines the emerging global consensus and legal framework on corruption and assesses the extent to which this consensus has been undermined by the above mentioned revelations of corruption. Both incidents provide an interesting context in which to analysesome of the difficult issues presented in the regulation of (...) transnational corruption. The regulation of transnational corruption provides a framework for analyzing the critical dimensions of the interaction between the norms in various domestic communities and the transnational context of these interactions. The paper argues that the current framework of multilateral efforts to curb transnational corruption is unable to tackle the problem effectively and concludes that the liability framework for engaging in transnational corruption has almost exclusively been the result of political expediency rather than that of empirical information. By examining the multilateral efforts by the international community to combat corruption, the paper generates questions about the status and future direction of thefight against corruption under international law. (shrink)

Australia’s monopoly grain exporter, AWB, was the largest provider of kickbacks to Saddam Hussein’s regime under the United Nations Oil-for-Food program.The full extent of AWB’s complicity and the failure of its corporate culture became apparent as a result of two inquiries, commissioned by the United Nations and the Australian Government, both of which operated with almost complete transparency. The paper examines the nature of transparency – as virtue, duty, technique and outcome – and uses the Oil-for-Food inquiries as a (...) case study to show how transparency has exposed unethical behavior and brought about organizational change. Some potentially damaging effects of transparency and the implications for business and society are also discussed. (shrink)

Following the landmark corporate scandals of the early 21st century, there appeared to be a tremendous increase in the U.S. business media's emphasis on issues of ethics in corporate leadership. The purpose of this research was to examine whether that apparent increase was reflected in an actual change in that media's portrayals of successful leaders. We content analyzed the text of a total of 180 articles in Business Week, Fortune, and Forbes magazine, 90 from the five years (...) preceding the landmark scandals and 90 from the five years following the scandals. We found no evidence that the landmark scandals had any impact on the media's incorporation of ethics in their portrayals of leaders. We attribute this substantially to the persistence of a world-view in the U.S. business press that emphasizes leader traits and actions that have a direct impact on corporate profits. Additionally, we found some interesting consistencies and differences in media portrayals across the two time periods, likely related to the rise and fall of dot-com businesses. We discuss the implications of these findings for researchers and corporate leaders. (shrink)

As a result of recent corporate scandals, several rules have focused on the role played by Boards of Directors on the planning and monitoring of corporate codes of ethics. In theory, outside directors are in a better position than insiders to protect and further the interests of all stakeholders because of their experience and their sense of moral and legal obligations. Female directors also tend to be more sensitive to ethics according to several past studies which explain (...) this affirmation by early gender socialization, the fact that women are thought to place a greater emphasis on harmonious relations and the fact that men and women use different ethical frameworks in their judgments. The goal of this paper is to determine the influence of these characteristics of the Board in terms of promoting and hindering the creation of a code of ethics. Our findings show that a greater number of female directors does not necessarily lead to more ethical companies. Moreover, within Europe as a continent, board ownership leads to an entrenchment of upper-level management, generating a divergence between the ethical interests of owners and managers. In light of this situation, the presence of independent directors is necessary to reduce such conflicts. (shrink)

Corporate social responsibility (CSR) has become increasingly popular in advanced economies in the West. In contrast, CSR awareness in Asia is rather low, both on the corporate and state level. However, recent events have shown that the CSR is receiving more attention by corporations in Asia. Recent development in CSR in Taiwan is one example of such a trend. A 2005 survey on the 700 publicly listed companies in Taiwan on␣CSR has highlighted the current CSR situation. Concurrently, the (...) numbers of corporate scandals and corruption have dramatically increased over the past 6 years. Corporate CSR activities co-existing with pervasive corporate scandals create a phenomenon of contradictions. This article aims to report via the survey findings the current development of business ethics in corporate Taiwan; and to interpret the findings in context of Taiwan’s business ethos, especially its Confucian familism and crony capitalism. (shrink)

A review of the literature on corporate governance serves to demonstrate the applicability of many governance solutions to the university setting. Based on a review of university scandals, most of which are recent but some of which took place decades ago, it is possible to categorize them as follows: sex scandals, drugs, cheating, hazing, admissions and diplomas, on-the-job consumption, athletics, and murder. Several examples are provided in the paper, along with their impact on various stakeholders. The paper (...) then discusses a variety of solutions designed to either preempt the activities potentially leading to scandal, to deter them or to punish perpetrators. Some of these involve structural changes, institutional policies and procedures, fines, terminations, and sanctions. The paper emphasizes the proactive safeguards which govern and monitor to make sure that universities do not suffer on the back end and that their reputations do not suffer into the future. (shrink)

Recent corporate scandals have put company boards in the spotlight. Legislation, codes of conduct, and guidelines have been developed to improve corporate governance. But while many prescriptions for improving corporate governance focus on the structure of boards, Dr. Richard Leblanc's research suggests that there is no direct causal relationship between board structure and corporate performance. Indeed, many recent failed corporations had exemplary board structure. Richard Leblanc discusses how to assess board effectiveness and improve it.

Recent scandals in the business world have intensified the demand for an explanation of the causes of corporate wrongdoing. This study empirically tests the effects of mutual fund management fees and control structures on the likelihood of illegal activity within mutual fund organizations. Specific attention is given to the presence of agency duality issues in the mutual fund industry and how this influences the motivations and decisions of fund managers. Findings provide support for the hypothesized relationship that higher (...) levels of management fees decrease the likelihood of illegal behavior. Additionally, control of the mutual fund by external management is found to have a negative impact on the likelihood of illegal activity while also acting as a moderator of the management fee-illegal behavior relationship. (shrink)

Like many corporations, the Catholic Church in the United States and Ireland has tried to move beyond scandal. In this case, the scandal was the failure of church leaders to protect minors from clergy sexual abuse, particularly in Boston and Dublin. Like corporate leaders, church leaders have faced the challenge of restoring trust after scandal. Influenced by corporate trends toward codes of conduct, the archdioceses of both Boston and Dublin provide codes of conduct, but the differences between them (...) are worth noting. In 2015, the Catholic Church in both the United States and Ireland highlighted the need for a culture of accountability that does not succumb to complacency, and in the United States the bishops have once again been encouraged to learn from business. This paper will demonstrate that the Catholic Church is in dialogue with and learns from codes of conduct and cultural practices in business. At the same time, it will highlight that the Catholic Church must also be attentive to its own mission since a simple adoption of other corporations’ practices can be detrimental to sharing the Gospel. The appropriation of codes of conduct and cultural practices from business reflects the church’s attentiveness to the signs of the times, and this appropriation needs to be evaluated in the light of the church’s mission to share the Gospel with the world. (shrink)

Ethics instructors often use cases to help students understand ethics within a corporate context, but we need to know more about the impact a case-based pedagogy has on students’ ability to make ethical decisions. We used a pre- and post-test methodology to assess the effect of using cases to teach ethics in a finance course. We also wanted to determine whether recent corporate ethics scandals might have impacted students’ perceptions of the importance and prevalence of ethics in (...) business, so we used in-depth case studies of several of the major scandals (e.g., Enron, Tyco, Adelphia). Our results are somewhat surprising since studying ethics scandals positively impacts students’ ethical decision making and their perceptions of the ethics of businesspeople. (shrink)

Recent scandals allegedly linked to CEO compensation have brought executive compensation and perquisites to the forefront of debate about constraining executive compensation and reforming the associated corporate governance structure. We briefly describe the structure of executive compensation, and the agency theory framework that has commonly been used to conceptualize executives acting on behalf of shareholders. We detail some criticisms of executive compensation and associated ethical issues, and then discuss what previous research suggests are likely intended and unintended consequences (...) of some widely proposed executive compensation reforms. We explicitly discuss the following recommendations for reform: require greater independence of compensation committees, require executives to hold equity in the corporation, require greater disclosure of executive compensation, increase institutional investor involvement in corporate governance (including executive compensation), and require firms to expense stock options on their income statements. We provide a brief summary discussion of ethical issues related to executive compensation, and describe possible future research. (shrink)

The recent prominence of corporate governance was sparked by a decline in trust in business that followed on some spectacular corporate scandals. There is an expectation that adherence to the standards of good corporate governance can restore trust in business. This article examines the link between corporate governance and trust and finds that at least theoretically there is a positive correlation between corporate governance and trust in business. It is however argued that not any (...) form or model of corporate governance will enhance trust in business. An appropriate balance needs to be struck between a number of polarities that exist in the corporate governance reform agenda. Three such polarities are explored and the nature of the balance that needs to be found with regard to each of these sets of polarities is outlined. (shrink)

With the expansion of multinational corporations, the alarming upsurge in widely publicized and notable corporate scandals involving MNCs in emerging markets has begun to draw both academic and managerial attention to look beyond home market practices to the pressing concern of CSR in emerging markets. Previous studies on CSR have focused primarily on Western markets, reserving limited discussions in addressing the issue of MNC attitudes and CSR practices in their emerging host markets abroad. Despite this incongruity in academic (...) response to CSR in emerging markets, managers of multinational companies continue to face mounting and most often conflicting pressures to weigh among multiple strategic CSR responses in emerging markets. Such a task is often further complicated by the complexity of varying business norms and standards, regulatory environments, and stakeholder demands for CSR across national boundaries. With such a challenge in mind, I attempt to examine the explanatory factors in leading MNCs, otherwise recognized for accountability and integrity in their home markets, to employ inconsistent or negligent practices under CSR pressure in Chinese emerging economy. Preliminary findings reveal that discrepancies exist in how MNCs perform in CSR in home countries versus in host countries. While MNCs do have much to improve, the institutional environment in the emerging market, including the legal framework and the ethical culture, also needs to be improved by the host country governments, the industry associations, and local firms. Meanwhile, media interest and journalists, NGOs, third party monitors, industry stakeholders as well as consumer advocacy groups can raise the visibility of MNC’s contradictory practices between their origin nations and countries with emerging economies and offer the pressures and incentives for MNCs to amend their ethical shortcomings. This article also suggests implications for both theory and practice. (shrink)

Managers often ask why their firm should have an ethics program, especially if no one has complained about unethical behavior. The pursuit of business ethics can cost money, they say. It can lose sales to less scrupulous competitors and can drain management time and energy. But as Harvard business professor Francis Aguilar points out, ethics scandals (such as over Beech-Nut's erzatz "apple juice" or Sears's padded car repair bills) can severely damage a firm, with punishing legal penalties, bad publicity, (...) and irreparably injured customer relations. Equally important if less obvious, unethical behavior can undermine a firm's organizational spirit. On the other hand, Aguilar argues, in a well run firm, ethical programs can actually enhance corporate performance, strengthening the company at every level and supercharging employee risk taking and innovation. In Managing Corporate Ethics, Aguilar shows managers how to create ethical programs within their organizations that not only discourage large-scale wrongdoing, but can contribute substantially to the achievement of corporate excellence. Aguilar's program is down-to-earth and comprehensive, and based on his extensive research on highly successful, ethical companies, both large and small. He recommends action on three fronts: first, get senior management to provide effective ethical leadership; second, set up an ethics program that promotes concern for the interests of people affected by the firm's operations and that provides safeguards against corrupting business pressures; and third, staff the company with ethical people and surround the organization with ethical advisors (including legal, financial, accounting, tax, and marketing consultants). To illuminate this three-step program, Aguilar incorporates the lessons learned in his in-depth study of ten prominent firms with proven successful ethics programs--among them Hewlett-Packard, Johnson & Johnson, Nucor Steel, Cray Research, ServiceMaster, and Texas Instruments. He examines Lincoln Electric's attention to compensation and job security to ensure quality products and to reduce the pressure or temptation to act unethically. He shows how General Mills, while pushing product line managers to compete aggressively, uses corporate staff units to guard against illegal or unacceptable claims (testing cake recipes, for example, to see if a product's quality fails under the less-than-perfect conditions of a normal kitchen). And he details how Armstrong World Industries uses pep talks, inspirational stories, role models, and ready access to management to promote ethical standards among employees. Throughout, Aguilar demonstrates convincingly that an ethical program pays dividends: that employees, suppliers, customers, and the community at large know when they are being treated in a positive and constructive manner, and are likely to respond in kind. Packed with real life examples of successful (and failed) ethical programs, Managing Corporate Ethics is a valuable roadmap to an often overlooked source of business success. (shrink)

This Article discusses why a “corporate governance movement” that commenced in the United States in the 1970s became an entrenched feature of American capitalism and describes how the chronology differed in a potentially crucial way for banks. The Article explains corporate governance’s emergence and staying power by reference to changing market conditions and a deregulation trend that provided executives with unprecedented managerial discretion as the twentieth century drew to a close. With banking the historical pattern paralleled general trends (...) in large measure. Still, while the “imperial” CEO who achieved prominence in the 1980s became outmoded for the most part after corporate scandals at the start of the 2000s, this was not the case with large financial companies. The continued boldness of “star” CEOs in the financial services industry plausibly contributed to the market turmoil of 2008, but the financial crisis emphatically ended the corporate governance “free pass” banks had enjoyed. (shrink)

Banking scandals, accounting fraud, product recalls, and environmental disasters, their associated reputational effects as well as company response strategies have been well reported in the literature. Reported crises and scandals typically involve one focal company for example BP and the 2010 Deepwater Horizon accident. As business practices change and company supply chains become more complex and interlinked, there is a greater risk of collective crises where multiple companies are associated with the same scandal. We argue that companies are (...) likely to behave differently in a group setting compared to when faced with a crisis individually. Using an inductive approach, we examine the case of the Rana Plaza building collapse. We find that organizations with a history of similar crises adopt defensive strategies and communicate much later compared to organizations which adopt accommodative strategies. Contrary to the individual case, in a collective crisis accommodative strategies result in more negative reputational damage and a higher burden of responsibility. We propose that the relationship between crisis response strategy and organization reputation is moderated by the crisis setting. We extend the logic of crisis management and corporate reputation to incorporate the case of a collective crisis. (shrink)

Over the past decade, corporate scandals have proliferated. These scandals, along with the emergence of the #MeToo movement and Environmental, Social, and Corporate Governance (ESG) mandates, have increased the scrutiny of corporations’ ethics culture. How have companies responded in terms of the language appearing in their public ethics documents? We compare the Code of Ethics in 2008 versus 2019 for a sample of S&P 500 firms. For the vast majority of firms, their Code of Ethics lengthened, (...) with the average 2019 code having 29% more words (about 1760 words) than the 2008 average. The language of the codes has also changed. Words such as _bribery, corruption, sustainability, speak up, bullying, slavery,_ and _human rights_ all saw significantly higher usage in the later period. We review possible reasons for the dramatic changes and suggest what questions remain about the motivations behind them. Whether the changes we observe are primarily intrinsically motivated or simply market responses to public pressures is yet to be determined. What is clear from our findings is that society seems to be entering a new age of increasingly moral—or, at least, moralized—corporate governance. (shrink)

In light of the many corporate scandals, social and ethical commitment of society has increased considerably, which puts pressure on companies to communicate information related to corporate social responsibility (CSR). The reasons underlying the decision by management teams to engage in ethical communication are scarcely focussed on. Thus, grounded on legitimacy and stakeholder theory, this study analyses the views management teams in large listed companies have on communication of CSR. The focus is on aspects on interest, motives/reasons, (...) users and problems related to corporate communication of CSR information. A questionnaire survey and in-depth interviews confirm that there is a distinct trend shift: towards more focus on CSR in corporate communication. Whilst this trend shift started as a reactive approach initiated by the many corporate scandals, the trend shift is now argued to be of a proactive nature focussed at preventing legitimacy concerns to arise. These findings are significant and interesting, implying that we are witnessing a transit period between two legitimacy strategies. Furthermore, the findings suggest that the way respondents argue when it comes to CSR activities coincides with consequentialism or utilitarianism, i. e. companies engage in CSR activities to avoid negative impacts instead of being driven by a will to make a social betterment or acting in accordance with what is fundamentally believed to be right to do. This provides new input to the ongoing debate about business ethics. The findings should alert national and international policy makers to the need both to increase the vigilance and capacity of the regulatory and judicial systems in the CSR context and to increase institutional pressure to enhance CSR adoption and CSR communication. Furthermore, stakeholders need to be careful in assuming that CSR communication is an evidence of a CSR commitment influencing corporate behaviour and increasing business ethics. (shrink)

This paper posits that differences in corporate governance structure partly result from differences in institutional arrangements linked to business systems. We developed a new international triad of business systems: the Anglo-American, the Communitarian and the Emerging system, building on the frameworks of Choi et al. (British Academy of Management (Kynoch Birmingham) 1996, Management International Review 39, 257–279, 1999). A common factor determining the success of a corporate governance structure is the extent to which it is transparent to market (...) forces. Such transparency is more than pure financial transparency; as it can also be based on factors such as governmental, banking and other types of institutional transparency mechanism. There may also be a choice for firms to adopt voluntary corporate disclosure in situations where mandatory disclosure is not established. The Asian financial crisis of 1997–1999 and the more recent corporate governance scandals such as Enron, Andersen and Worldcom in the United States and Ahold and Parmalat in Europe show that corporate governance and business ethics issues exist throughout the world. As an illustration we focus on Asia’s emerging1 markets, as, both in view of the pressure of globalization and taking into account the institutional arrangements peculiar to the emerging business system, these issues are important there. Particularly for those who have to find an accommodation between the corporate governance structures and disclosure standards of the Emerging system and those of the Anglo-American and Communitarian systems. (shrink)

This paper raises a challenge for those who assume that corporate social responsibility and good corporate governance naturally go hand-in-hand. The recent spate of corporate scandals in the United States and elsewhere has dramatized, once again, the severity of the agency problems that may arise between managers and shareholders. These scandals remind us that even if we adopt an extremely narrow concept of managerial responsibility – such that we recognize no social responsibility beyond the obligation (...) to maximize shareholder value – there may still be very serious difficulties associated with the effective institutionalization of this obligation. It also suggests that if we broaden managerial responsibility, in order to include extensive responsibilities to various other stakeholder groups, we may seriously exacerbate these agency problems, making it even more difficult to impose effective discipline upon managers. Hence, our central question: is a strong commitment to corporate social responsibility institutionally feasible? In searching for an answer, we revisit the history of public management, and in particular, the experience of social-democratic governments during the 1960s and 1970s, and their attempts to impose social responsibility upon the managers of nationalized industries. The results of this inquiry are less than encouraging for proponents of corporate social responsibility. In fact, the history of public-sector management presents a number of stark warnings, which we would do well to heed if we wish to reconcile robust social responsibility with effective corporate governance. (shrink)

Recent scandals such as those involving Enron and WorldCom (USA), Nortel and Crocus (Canada), and Parmalat and Royal Ahold (EU) exposed failures in corporate governance that shook the capital markets in developed countries and put the spotlight on weak corporate governance in developing, emerging and transitional economies. Companies from developing economies with weak financial transparency and governance will find it difficult to raise capital and attract foreign investors. We investigate the challenges and evaluate the progress of (...) class='Hi'>corporate governance in Egypt. Using historical, empirical and interview data, we review the development of stock markets and accounting and financial reporting standards. We analyse the structure of capital markets, major players in the economy, the privatisation policy, board structure and the cultural and legal environment of corporate governance. We review initiatives and impediments for improving corporate governance, including the establishment of the Egyptian Institute of Directors. The implications of this study are important for Egypt, developing countries and global investors seeking international diversification. (shrink)

When a series of corporate scandals erupted soon after the collapse of the 1990s bull market in equities, policy makers and reformers chiefly responded by augmenting and refining the checks and balances surrounding publicly traded corporations. Through measures such as the Sarbanes-Oxley Act of 2002, securities regulations were intensified and corporate governance was tightened. In essence, reformers followed the tradition of modern political philosophy, developed in the 17th and 18th centuries, in its insistence that pro-social outcomes are (...) best produced through institutional mechanisms that harness self-interest. The empirical evidence, however, suggests the institutional approach will do little to prevent future ethical breakdowns. To corroborate this finding, we survey the literature on board composition, auditor consulting practices, shareholder activism, and executive compensation. Consequently, we look to another stream of political philosophy, the ancient tradition comprising Plato and Aristotle, which argues that social groupings, such as corporations, work best when led by individuals of good character. Applying the ancient view to modern commercial realities, the paper concludes that Benjamin Franklin's attempt to connect virtuous character with enlightened self-interest offers a compelling ethic for corporate leaders. (shrink)

This paper explores the financial reporting scandals of the past decade and the resulting U.S. legislative attempts to impose ethical behavior and control the incidence of new reporting problems via the Sarbanes-Oxley legislation. We begin with a brief historical perspective followed by assertions of ethical consequences of legislation with discussions of key recent corporate scandals, the motives for the frauds, and the consequences. Ethics related provisions of the Sarbanes-Oxley Act are discussed with the potential impact of the (...) legislation on the likelihood of similar future frauds and accompanying prognosis for future corporate ethical behavior. (shrink)

Recent scandals involving executive leadership have significantly contributed to the topic of corporate social responsibility (CSR) becoming one of the most important concerns of the management literature in the twenty-first century. The antithesis of CSR is embodied in executive corruption and malfeasance. Unfortunately such things are all too frequent. We view the degree of centrality of leadership, and the primary power motivation of leaders, as key factors that influence the engagement in corruptive leader behavior and consequent corporate (...) social ir-responsibility (CSIR) in organizations. Shared and self-leadership, on the other hand, we introduce as alternatives to traditional top-down centralized views of leadership that can establish needed checks and balances capable of reducing corruptive tendencies. We offer a conceptual model along with several propositions to help guide future research and practice. (shrink)

We explore the language of leadership of global media mogul Rupert Murdoch in 2010, the year before the phone-hacking scandal in the UK came to public attention. Subsequent public enquiries in the UK exposed unethical conduct by staff of News Corporation, a global corporation whose Chairman and CEO was Rupert Murdoch. We focus on the ethical climate fashioned by ‘A Letter from Rupert Murdoch’ that appeared in the opening pages of the annual report of News Corporation for the year ended (...) 30 June 2010. Plausibly, Murdoch’s discourse in that letter helped condition the inapt, unethical conduct of News Corporation staff. We highlight the cultural and ethical signs that were embedded in Murdoch’s letter and which reflected the company’s tone at the top and ethical values. We identify signs of a perverse leadership thinking that possibly help explain the inappropriate cultural values and ethical behaviours that were revealed subsequently in evidence presented to public inquiries. (shrink)

This article introduces the special issue on “Corporate Reputation: Being Good and Looking Good.” Three of the five included articles help to reinforce a conclusion that “being good” and “looking good” are not dichotomous, mutually exclusive conditions. Rather, the two dimensions are linked in some kind of causal relationship for which continuing conceptual and empirical research is desirable. A fourth article concerns the reputational effects of the stock-option backdating scandal. The fifth article offers a critique of conventional approaches to (...) defining and measuring reputation. (shrink)

Corporate scandals brought the issue of corporate governance to the forefront of the agendas of lawmakers and regulators in the early 2000s. As a result, Congress, the New York Stock Exchange, and the NASDAQ enacted standards to improve the quality of corporate governance, thereby enhancing the quantity and quality of disclosures by listed companies. We investigate the relationship between corporate governance strength and the quality of disclosures in pre- and post-regulation time periods. If cross-sectional differences (...) in corporate governance policies affect the quality of financial disclosures, the quality of information available to analysts varies with such policies. Specifically, higher quality disclosures, produced as a result of strong corporate governance, should lead to more accurate and less dispersed analysts’ forecasts. Our analysis suggests that voluntary implementation of stronger corporate governance enhanced the quality of disclosures in the pre-regulation period; however, exceeding current corporate governance standards does not appear to result in higher quality disclosures post-regulation. These results suggest that SOX and the stronger regulations enacted by U.S. exchanges were effective in reducing variation in the quality of financial information available to investors. (shrink)

With the expansion of multinational corporations (MNCs), the alarming upsurge in widely publicized and notable corporate scandals involving MNCs in emerging markets has begun to draw both academic and managerial attention to look beyond home market practices to the pressing concern of CSR in emerging markets. Previous studies on CSR have focused primarily on Western markets, reserving limited discussions in addressing the issue of MNC attitudes and CSR practices in their emerging host markets abroad. Despite this incongruity in (...) academic response to CSR in emerging markets, managers of multinational companies continue to face mounting and most often conflicting pressures to weigh among multiple strategic CSR responses in emerging markets. Such a task is often further complicated by the complexity of varying business norms and standards, regulatory environments, and stakeholder demands for CSR across national boundaries. With such a challenge in mind, I attempt to examine the explanatory factors in leading MNCs, otherwise recognized for accountability and integrity in their home markets, to employ inconsistent or negligent practices under CSR pressure in Chinese emerging economy. Preliminary findings reveal that discrepancies exist in how MNCs perform in CSR in home countries versus in host countries. While MNCs do have much to improve, the institutional environment in the emerging market, including the legal framework and the ethical culture, also needs to be improved by the host country governments, the industry associations, and local firms. Meanwhile, media interest and journalists, NGOs, third party monitors, industry stakeholders as well as consumer advocacy groups can raise the visibility of MNC's contradictory practices between their origin nations and countries with emerging economies and offer the pressures and incentives for MNCs to amend their ethical short-comings. This article also suggests implications for both theory and practice. (shrink)

Since the mid-1980s, internal corporate investigations have become commonplace in the U. S., with an upsurge occurring as a result of the corporate scandals of 2001-02 involving Adelphi Communications Corporation, Enron, Merck & Company, Riggs Bank, and other companies accused of financial malfeasance. After an introduction, this article first presents the U. S. public policy framework (as implemented through the U. S. Sentencing Commission, the U. S. Department of Justice, and the Securities and Exchange Commission) encouraging the (...) use of corporate internal investigations and self-reporting of these results to federal authorities; second, evaluates this framework, identifying the public policy issues inhibiting companies from using corporate internal investigations and self-reporting significant results; third, proposes a policy incentive regime which attempts to ameliorate these outstanding issues; and fourth, offer policy recommendations and suggestions for further research on this topic, including increasing the maximum deduction in the Organizational Sentencing Guidelines Culpability Score available to a firm for development of an Effective Compliance and Ethics Program (from 3 to 5 points), and self-reporting the results of an internal investigation (from 5 to 7 points); evaluating the effectiveness of these enhancements in legal incentives over a period of 5-7 years after implementation; instituting a formal federal government effort to educate the American business community on the corporate reputation (and financial) benefits of an effective compliance program; and protecting attorney-client privilege and work product protection, through legislative action, to encourage company executives and directors to utilize independent, outside attorneys to conduct fair, comprehensive, and impartial internal investigations. (shrink)

This article reviews if the introduction of new laws to encourage and protect whistleblowers is sufficient to improve corporate governance in Malaysian public-listed companies. It provides suggestions to formulate internal whistle-blowing policies for companies. It concludes that due to the culture of the people and the taxonomy of Malaysian public-listed companies and companies in other countries in the Asia–Pacific region, having laws to encourage and protect whistleblowers to get rid of corporate wrong-doings is not necessarily the only solution. (...) The article defines whistle blowing and the benefits of encouraging whistleblowers. It proceeds to highlight the issues of concern on whistle blowing. It also deliberates particular issues of whistleblowing in Malaysia by discussing the taxonomy of Malaysian public-listed companies, the strength of the regulators in enforcement, the Malaysian culture, and the Malaysian corporate scandals. The article elaborates on the whistle-blowing laws in Malaysia and concludes by providing alternate ways to encourage whistle blowing in Malaysian companies having in mind the taxonomy of Malaysian companies, enforcement by regulators and the Malaysian culture. (shrink)

In the current study, we examine the changes in disclosure practices on compliance and the fight against corruption at Siemens AG, a large German multinational corporation, over the period 2000–2011 during which a major corruption scandal was revealed. More specifically, we conduct a content analysis of the company’s annual reports and sustainability reports during that period to investigate the changes of Siemens’ corruption and compliance disclosure using both quantitative and qualitative methods. Through the lens of legitimacy theory, stakeholder analysis, and (...) organizational façades, we find evidence that Siemens changed its compliance and corruption disclosure practices to repair its legitimacy in the wake of the 2006 corruption scandal. We analyze these strategies more closely by using the rational, progressive, and reputation façades framework. Our primary findings suggest that the annual reports show peaks of disclosure amounts on corruption and compliance disclosures earlier than sustainability reports, which can be partly explained by analyzing the disclosures made about—and to—the different stakeholder groups. We find that the annual report focuses more on internal stakeholders such as employees, while the sustainability report focuses more on external stakeholders such as suppliers. We also find that the company uses the façades differently depending on which report is being analyzed. (shrink)