This paper discusses corporate governance issues from a compliance viewpoint. It makes a distinction between legal and ethical compliance mechanisms and shows that the former has clearly proven to be inadequate as it lacks the moral firepower to restore confidence and the ability to build trust. The concepts of freedom of indifference and freedom for excellence provide a theoretical basis for explaining why legal compliance mechanisms are insufficient in dealing with fraudulent practices and may not be addressing the real and (...) fundamental issues that inspire ethical behavior. The tendency to overemphasize legal compliance mechanisms may result in an attempt to substitute accountability for responsibility and may also result in an attempt to legislate morality which consequently leads to legal absolutism. The current environment of failures of corporate responsibility are not only failures of legal compliance, but more fundamentally failures to do the right (ethical) thing. (shrink)

Shareholder activism has been largely neglected in the few available studies on corporate governance in sub Saharan Africa. Following the recent challenges posed by the Cadbury Nigeria Plc, this paper examines shareholder activism in an evolving corporate governance institutional context and identifies strategic opportunities associated with shareholders’ empowerment through changes in code of corporate governance and recent developments in information and communications technologies in Nigeria; especially in relation to corporate social responsibility in Nigeria. It is expected that the paper would (...) contribute to the scarce literature on corporate governance and accountability in Africa. (shrink)

Drawing from the varieties of capitalism theoretical framework, the study explores the home country influences of multinational corporations on their corporate social responsibility practices when they operate outside their national/regional institutional contexts. The study focusses on a particular CSR practice of seven MNCs from three varieties of capitalism – coordinated, mixed and liberal market economies – operating in the oil and gas sector of the Nigerian economy. The study concludes that the corporate codes of conduct of these MNCs operating in (...) Nigeria, to a large extent, reflect the characteristics of their home countries' model of capitalism, respectively, albeit with certain degree of modifications. The home countries' model of capitalism is also found to have implications for the degree of adaptability of these MNCs' CSR practices to the Nigerian institutional context – with the mixed market economy model of capitalism adapting more flexibly than the liberal and coordinated market economies, respectively. The findings of this study will contribute to the emerging literature on the institutional embeddedness of CSR practices in transnational social spaces, understanding of varieties of capitalism, and CSR in developing economies. (shrink)

In recent years, international economic pressures have induced Nigeria to adopt a program of economic liberalization and deregulation. Advocates of the reforms tout their potential not only for generating greater economic growth, but also for contributing to more responsible corporate governance. Sceptics abound. This paper provides an account of the nature of corporate governance in Nigeria and investigates the prospects for recent reforms contributing to more responsible governance and development.

Shareholder activism has become a force for good in the extant corporate governance literature. In this article, we present a case study of Nigeria to show how shareholder activism, as a corporate governance mechanism, can constitute a space for unhealthy politics and turbulent politicking, which is a reflection of the country’s brand of politics. As a result, we point out some translational challenges, and suggest more caution, in the diffusion of corporate governance practices across different institutional environments. We contribute to (...) the literature on corporate governance in Africa, whilst creating an understanding of the political embeddedness of shareholder activism in different institutional contexts—i.e. a step closer to a political theorising of shareholder activism. (shrink)

While most business ethics texts focus exclusively on individual decision making--what should an individual do--this resource presents the whole business ethics story. Highly realistic, readable, and down-to-earth, it moves from the individual to the managerial to the organizational level, focusing on business ethics in an organizational context to promote an understanding of complex influences on behavior. The new Fifth Edition is the perfect text for students entering the workplace, those seeking to become professionals in training, communications, compliance, in addition to (...) chief ethics officers, corporate counsel, heads of human resources, and senior executives. (shrink)

This book reformulates the sociological subdiscipline known as the sociology of knowledge. Knowledge is presented as more than ideology, including as well false consciousness, propaganda, science and art.

This paper investigates the development of corporate governance regulations in emerging economies, using the case of Bangladesh. In particular, the paper considers three issues: What type of corporate governance model may be suitable for an emerging economy such as Bangladesh? What type of model has Bangladesh adopted in reality? and What has prompted such adoption? By analysing the corporate environment and corporate governance regulations, the paper finds that, like many other developing nations, Bangladesh has also adopted the Anglo-American shareholder model (...) of corporate governance. Analysis of behaviours of principal actors in the Bangladeshi corporate governance scenario, using new institutionalism as a theoretical foundation, then reveals that such adoption may be prompted by exposure to legitimacy threats rather than efficiency reasons. (shrink)

. In this paper, we consider the nature of recent corporate abuses both in the U.S. and in Europe, and how globalization has had an impact on amplifying their consequences. We discuss the rules-based and principles-based remedies that have been proposed in each region, respectively. With a focus on the U.S. Sarbanes-Oxley Act (SOA), we examine the principles forwarded by this act, and how it addresses those principles with specific rules and governance mechanisms. Invoking Integrative Social Contracts Theory (ISCT), we (...) conclude with a reconciliation of the principles and rules-based approaches to corporate governance as suggested by theory. (shrink)

Given the multiplicity of codes designed to regulate different stakeholders in terms of promoting good corporate governance, this paper examines areas of conflicts among the various codes and the associated implications for corporate governance practices and regulatory compliances by public-listed Nigerian firms. Using the conflict-signalling theory for developing the conceptual framework, this study examines the proliferation of codes in Nigeria, through a mixed method approach to provide an exploratory account of the implications of corporate governance regulatory multiplicity. Evidence suggests the (...) presence of conflict among the various codes which contributes to reduced compliance by firms and ineffective enforceability by regulatory agencies, which both impede good corporate governance in Nigeria. The findings advance conflict-signalling theory as an important framework for understanding the implications of the conflicts arising from the multiplicity of codes. (shrink)

I start from the presupposition that the use of force against another is justified only in self-defence or in defence of others against aggression. If so, the main work of justifying punishment must rely on its deterrent effect, since most punishments have no other significant self-defensive effect. It has often been objected to the deterrent justification of punishment that it commits us to using offenders unacceptably, and that it is unable to deliver acceptable limits on punishment. I describe a sort (...) of deterrent theory which can avoid both of these objections. (shrink)

This paper contributes rare primary empirical evidence to one of the major research questions in the social sciences today, namely, the linkage between national cultures and institutional structures of national business systems. Drawing on the work of Redding (2005), we explore the thinking, or "rationale," of senior executives of leading German and Japanese firms about the ideal structure of the economy. We find considerable variation in rationale across the two countries and in comparison with the shape of the business system (...) of the United States. Our study has implications for our understanding of the meaning of economic activity in different countries and of the evolutionary trajectories of national business systems. (shrink)