The study empirically investigates the relationship between corporate governance and the triple bottom line sustainability performance through the lens of agency theory and stakeholder theory. We claim, in fact, that no single theory fully accounts for all the hypothesised relationships. We measure sustainability performance through manual content analysis on sustainability reports of the US-based companies. The study extends the existing literature by investigating the impact of selected corporate governance mechanisms on each dimension of sustainability performance, (...) as defined by the GRI framework. Our approach allows to identify which governance mechanisms foster triple bottom line performance, also revealing that some mechanisms fit only specific dimension of sustainability. The fact-based findings provide support for a new beginning in the theorising process in which the theories must try not only to provide rationale for the impact of corporate governance on sustainability, but also to explain which dimension of sustainability might be more affected. The most important implication for practitioners is the support for sustainability practices, which may be gained through implementation of particular corporate governance mechanisms. The findings contribute also to the improvement of the ongoing standard setting process, in particular as it concerns the in-depth revision of the economic dimension of sustainability carried out under the new GRI framework. (shrink)

A shift in the cultural conception of the firm as productionsystem to that as investment-system entrenches the institutional logic of agency theory in governance reform. Reform initiatives emphasize the separation between management and the board, forensic reporting requirements, and the primacy of shareholders' entitlement to control and residual gains. Problems associated with this agency logic render reform unable to deliver a broad-based ethical operating environment. The introduction of a version of stakeholder theory, augmented by Knightian uncertainty, (...) places the development of an alternative conception of the firm into discourse. Implications for governance reform are considered. (shrink)

We examine corporate governance diversity within a Coasian framework of stakeholder rights, where the central role of governance is to ensure that necessary firm-specific investments are made. This Coasian perspective on stakeholder theory offers a unifying framework towards a global theory of comparative corporate governance, bridging the gap between economic theories of the firm and stakeholder theory, also offering an economics-based alternative to agency theory that explicitly accounts for stakeholder rights. The Coasian perspective encompasses (...) a diversity of corporate governance systems, but does not imply a unique global corporate governance benchmark. We posit that governance is firm dependent and endogenous conditional on the constraints imposed by a national governance system; consequently, there should be no systematic relationship between governance and firm performance once the national constraints are controlled for. However, the same national corporate governance system constraints confer comparative advantages to firms whose efficient levels of firm-specific investments are favored. (shrink)

When corporate social responsibility (CSR) as a sensemaking process is assessed from a corporate governance perspective, this implies that stakeholders do not only influence companies by promoting and enforcing regulations and other corporate guidelines. They also influence companies by promoting regulation on influence pathways, by demanding that companies develop formal mechanisms that allow companies and stakeholders to discuss and in some cases agree on changes to principles and policies. This perspective suggests that regulation is an (...) outcome of power relations and is, as such, a reflection of certain mental models. As such, mental models reveal the political bias in corporate governance perspectives. For this reason, CSR research needs to be clear about the underlying assumptions about corporate governance, and corporate governance research needs to disclose which mental models of CSR influence the outcomes. Taking a governance perspective on the development of mental models of CSR helps to understand the interaction between CSR and processes of sensemaking at the institutional, organizational and individual levels. (shrink)

As public administrations adopt artificial intelligence (AI), we see this transition has the potential to transform public service and public policies, by offering a rapid turnaround on decision making and service delivery. However, a recent series of criticisms have pointed to problematic aspects of mainstreaming AI systems in public administration, noting troubled outcomes in terms of justice and values. The argument supplied here is that any public administration adopting AI systems must consider and address ambiguities and uncertainties surrounding two (...) key dimensions: the algorithms’ results, and how public managers make decisions for and about AI systems’ design. The article is based on bibliographic research in institutional theory perspective that relates the design of AI systems and relevant literature on the decision-making process in public policy. The main finding is to explain why autonomous decision systems continue to reproduce ambiguities and uncertainties when applied in public administration and propose a reflection on AI governance in public administration. This article points to the need for design institutions that immerse themselves in understanding the nuances, details, and potential outcomes of AI governance for public administration. Such institutions would reconcile consequentialist logic with a logic of appropriateness to help navigate and mediate ambiguities and uncertainties. (shrink)

Arthur Kaufmann is one of the most prominent figures among the contemporary philosophers of law in German speaking countries. For many years he was a director of the Institute of Philosophy of Law and Computer Sciences for Law at the University in Munich. Presently, he is a retired professor of this university. Rare in the contemporary legal thought, Arthur Kaufmann's philosophy of law is one with the highest ambitions — it aspires to pinpoint the ultimate foundations of law by explicitly (...) proposing an ontology, a general theory of knowledge and concept of a person. Kaufmann's work derives, first of all, from the thinking of Gustav Radburch, his teacher, and then from ideas of Karl Engish and Hans-Georg Gadamer. The philosophy undertakes to pursue the ultimate foundation of law, law which is understood by Kaufmann, first of all, as a "concrete judgement" that is, what is right in a concrete situation. Justice belongs to the essence of law and "unjust law" is contradictio in adiectio. Kaufmann opposes all those theories, which as the only foundation for establishing just law (Recht) adopt legal norms (Gesetz). In Kaufmann's opinion , such theories are powerless in the face of all types of distortions of law rendered by political forces. He suggests that the basic phenomenon which needs to be explained and which cannot be disregarded by a philosopher of law is so-called "legal lawlessness" ("Gestzliches Unrecht"). "Legal lawlessness" which forms a part of life experience for the people of twentieth century totalitarian states. It proved "with the accuracy of scientific experiment" that the reality of law consists of something more than bare conformity with legal norms. The existence of lex corrupta indicates that law contains something "non-dispositive" which requires acknowledgment of both law-maker and judge. Kaufmann, accepting the convergent concept of truth and cognition, assumes that "non-dispositive" content, emerging as the conformity of a number of cognitive acts of different subjects (inter-subjective communicativeness and verifiability), indicates the presence of being in this cognition. The questions "What is law?" and "What are the principles of a just solution?" lead straight to the ontology of law, to the question about the ontological foundations of law. Kaufmann discerns the ontological foundations of law in the specifically understood "nature of things" and, ultimately, in a "person". He proposes a procedural theory of justice, founded on a "person". In my work, I undertake to reconstruct the train of thought which led Kaufmann to the recognition of a "person" as the ontological foundation of law. In the first part, the conception of philosophy adopted by Kaufmann, initial characteristics of law — of reality which is the subject of analysis, as well as, the requirements for proper philosophical explanation of law posed by Kaufmann are introduced. In the second, Kaufmann's reconstruction of the process of the realisation of law is presented. Next, the conception of analogy which Kaufmann uses when explaining law is analyzed. In the fourth part, Kaufmann's conception of ontological foundations of law is discussed. A critical analysis is carried out in which I demonstrate that the theory of the ontological foundation of law proposed by Kaufmann and the concept of a person included in it do not allow a satisfac¬tory explanation of the phenomenon of "legal lawlessness" and lead to a number of difficulties in the philosophical explanation of law. Finally, the perspectives of a proper formulation of the issue of the ontological foundations of law are drafted in the context of the analyzed theory. My interest is centered on the conception of philosophy adopted by Kaufmann, according to which the existence of the reality is inferred on the basis of a certain configuration of the content of consciousness, whereas at the point of departure of philosophy of law, the data to be explained is a certain process, which is, basically, a process of cognition, while the reality appears only as a condition for the possibility of the occurrence of the process. I wish to argue that the difficulties which appear in the explanation of law are a consequence of the assumed fundamental philosophical solu¬tions, which seem to be characteristic, though usually not assumed explicitly, in philoso¬phy and theory of law dominant at present in continental Europe. Thereby, I wish to show the significance of ontological and epistemological solutions to the possibility of a proper formulation of the problems posed by philosophy and theory of law. Kaufmann proclaims himself in favour of a philosophy which poses questions about the ultimate foundations of understanding of the reality. In epistemology, he assumes that answers to the questions "What is reality like?" and ultimately "What is real?" are inferred on the basis of uniformity of a cognitive acts of different subjects. Cognition of the reality is accomplished exclusively through the content of conceptual material. The two fundamental questions posed by philosophy of law are "What is just law?" and "How is the just law enacted?" The latter is a question about the process of achieving a solution to a concrete case. Since, in Kaufmann's opinion, law does not exist apart from the process of its realisation, an answer to the question about the manner of realisation of law is of fundamental significance to answering the question: "What is law?" and to the explanation of the question about the ontological grounding of law, which is, as well, the foundation of justice. The proper solution has to take into account the moment of "non-dispositive" content of law; its positiveness understood as the reality and, at the same time, it has to point to the principles of the historical transformation of the content. Law, in the primary meaning of the word, always pertains, in Kaufmann's opinion, to a concrete case. A legal norm is solely the "possibility" of law and the entirely real law is ipsa res iusta, that which is just in a given situation. Determination of what is just takes place in a certain type of process performed by a judge (or by man confronted with a choice). Kaufmann aims to reconstruct this process. A question about the ontological foundation of law is a question about the ontological foundations of this process. In the analyzed theory it is formulated as a question about the transcendental conditions, necessary for the possibility of the occurrence of the process: how the reality should be thought to make possible the reconstructed process of the realisation of law. Kaufmann rejects the model for finding a concrete solution based on simple subsump¬tion and proposes a model in which concrete law ensues, based on inference by analogy, through the process of "bringing to conformity" that which is normative with that which is factual. Kaufmann distinguishes three levels in the process of the realisation of law. On the highest level, there are the fundamental legal principles, on the second legal norms, on the third — concrete solutions. The fundamental principles of law are general inasmuch as they cannot be "applied" directly to concrete conditions of life, however, they play an important part in establishing norms. A judge encounters a concrete situation and a system of legal norms. A life situation and norms are situated on inherently different levels of factuality and normativeness. In order to acquire a definite law both a norm (system of norms) and a life situation (Lebenssachverhalt) should undergo a kind of "treatment" which would allow a mutual conformity to be brought to them. Legal norms and definite conditions of life come together in the process of analogical inference in which the "factual state" ("Tatbestand") — which represents a norm, and in the "state of things" ("Sachverhalt") — which represents a specific situation are constructed. A "factual state" is a sense interpreted from a norm with respect to specific conditions of life. The "state of things" is a sense constructed on the basis of concrete conditions of life with respect to norms (system of norms). Legal norms and concrete conditions of life meet in one common sense established during the process of realisation of law. Mutatis mutandis the same refers to the process of composition of legal norms: as the acquisition of concrete law consists in a mutual "synchronization" of norms and concrete conditions of life, so acquisition of legal norms consists of bringing to conformity fundamental principles and possible conditions of life. According to Kaufmann, both of these processes are based on inference through analogy. As this inference is the heart of these processes it is simultaneously a foundation finding just law and justice. How does Kaufmann understand such an inference? As the basis for all justice he assumes a specifically interpreted distributive justice grounded on proportionality. Equality of relations is required between life conditions and their normative qualification. Concrete conditions of life are ascribed normative qualification not through simple application of a general norm. More likely, when we look for a solution we go from one concrete normative qualified case to another, through already known "applications" of norms to a new "application". The relation between life conditions and their normative qualifica¬tion has to be proportional to other, earlier or possible (thought of) assignments of that which is factual to that which is normative. Law as a whole does not consist of a set of norms, but only of a unity of relations. Since law is a, based on proportion, relative unity of a norm and conditions of life, in order to explain law in philosophical manner, the question about ontological base of this unity has to be asked. What is it that makes the relation between a norm and conditions of life "non-dispositive"? What is the basis for such an interpretation of a norm and case which makes it possible to bring a norm and conditions of life into mutual "conformity"? This is a question about a third thing (next to norms and conditions of life), with respect to which the relative identity between a norm and conditions of life occurs, about the intermediary between that which is normative and that which is factual and which provides for the process of establishing of norms, as well as, finding solutions. It is the "sense" in which the idea of law or legal norm and conditions of life have to be identical to be brought to mutual "conformity". In Kaufmann's opinion such a sense is nothing else but the "nature of things" which determines the normative qualification of the reality. Since establishment of this "sense" appears to be "non-dispositive" and controlled inter-subjectively (namely, other subjects will reach a similar result) so, in conformity with the convergent concept of truth, the "nature of things" must be assigned a certain ontological status. According to Kaufmann this is a real relation which occurs between being and obligation, between the conditions of life and normative quality. However, it should be underlined that from the point of view of the analyzed system the "nature of things" is a correlate of constructed sense, a result of a construction which is based on the principle of consistent understanding of senses ("non-normative" and "normative") and is not a reality which is transcendent against the arrangement of senses. In Kaufmann's theory, inference from analogy appears to be a process of reshaping the concepts (senses) governed by tendency to understand the contents appearing in relations between that which is factual and that which is normative in a consistent way. The analogical structure of language (concepts) and recognition of being as composed of an essence and existence is an indispensable requirement for the possibility of the realisation of law, based on specifically understood inference from analogy. It is necessary to assume a moment of existence without content which ensures unity of cognition. Existence emerges thus as a condition of the possibility of cognition. According to Kaufmann, the "nature of things" is the heart of inference through analogy and the basis for establishment of finding of law. Inference from the "state of things" to a norm or from a norm to the "state of things" always means inference through the "nature of things". The "nature of things" is the proper medium of objective legal sense sought in every cognition of law. In Kaufmann's view, the question whether the "nature of things" is ultima ratio of interpretation of law or is only a means of supplement gaps in law or whether it is one of the sources of law, is posed wrongly. The "nature of things" serves neither to supplement the gaps nor is it a source of law as, for example, a legal norm may be. It is a certain kind of "catalyst" necessary in every act of making law and solving a concrete case. Owing to "nature of things" it is possible to bring to a mutual conformity the idea of law and possible conditions of life or legal norms and concrete conditions of life. In Kaufmann's conception the "nature of things" is not yet the ultimate basis for understanding the "non-dispositiveness" of law. The relation between obligation and being is determined in the process of the realisation of law. Both the process itself and that which is transformed in this process are given. A question about the ontological bases of "material" contents undergoing "treatment" in the process of the realisation of law and about being which is the basis of regularity of the occurrence of the process arises. Only this will allow an explanation that the result of the process is not optional. Thus, a question about reality to which law refers and about the subject realising the law has to be formed. To this, Kaufmann gives the following answer: that which is missing is man but not "empirical man" but man as a "person". A "person" understood as a set of relations between man and other people and things. A "person" is the intermediary between those things which are different — norm and case are brought to conformity. A "person" is that which is given and permanent in the process of the realisation of law. It determines the content of law, is "subject" of law; this aspect is described by Kaufmann as the "what" of the process of realisation of law. A "person" consists of precisely just these relations which undergo "treatment" in the process. On the other hand, a "person" is "a place" in which the processes of realisation of law occur, it is the "how" of normative discourse, a "person" is that which determines the procedure of the process, being "outside" of it. This aspect of a "person" is connected with the formal moment of law. A "person" being, at the same time, the "how" and the "what" of the process of the realisation of law, is also, to put it differently, a structural unity of relation and that which constitutes this relation (unity of relatio and relata). According to this approach a "person" is neither an object nor a subject. It exists only "in between". It is not substance. Law is the relation between being and obligation. That which is obligatory is connected with that which is general. That which is general does not exist on its own, it is not completely real. Accordingly, a "person" as such is also not real. It is relational, dynamic and historical. A "person" is not a state but an event. In Kaufmann's opinion, such a concept of a "person" helps to avoid the difficulties connected with the fungibility of law in classical legal positivism. A "person" is that which is given, which is not at free disposal and secures the moment of "non-dispositiveness" of law. Kaufmann concludes: "The idea (»nature«) of law is either the idea of a personal man or is nothing". Theory points at the structure of realising law and explains the process of adoption of general legal norms for a concrete situation. The analysis has shown however, that in this theory a satisfactory answer to the question about the ultimate foundations of law is not given. It seems that in the analyzed theory the understanding of human being takes place through understanding of law. What is good for man as a "person", what is just, what a "person" deserves may be determined only against the existing system of law. A "per¬son" adopted as a basis of law is the reality postulated in the analysis of the process of the realisation of law. It is a condition of possibility of this process ( explaining, on one hand, its unity and, on the other hand, the non-dispositive moments stated in this process). A "person" in the discussed theory is entirely defined by the structure of law, it can be nothing more than that which is given in law, what law refers to, what law is about. Being, which is a "person", is constituted by relations between people and objects, the relations which are based on fundamental links between norms and conditions of life established in a process of bringing them to conformity. It has to be assumed that man as a "person" is a subject of law only as far as realising law "treats" given senses according to their current configuration. The system of law is a starting point and it describes in content what man is as a "person". Moreover, being a "person" is the condition for entering legal relations. Consistently, Kaufmann writes that "empirical man" is not the subject of law, man is not "out of nature" a "person". People become "persons" due to the fact that they acknowledge each other as "persons" — acknowledging, at the same time, law. This acknowledgement is a con¬dition of existence, of the possibility of the occurrence of process of realisation of law and of constituting legal relations which ultimately constitute a "person". Kaufmann assumes, that law tends towards a moral aim: it may and must create an external freedom, without which the internal freedom to fulfil moral obligations cannot develop. However, this postulate is not based on the necessary structure of human being. From the point of view of his system, it is nothing more than only a condition for the possibility of the occurrence of the process of the realisation of law — lack of freedom would destroy the "how" of this process. Thus, the postulate to protect the freedom of personal acts has to be interpreted, in accordance with the analyzed theory, as a postulate, the fulfilment of which aims ultimately at the accomplishment of the very same process of realisation of law itself and not the realisation of a given man. Kaufmann considers a "person" to be an element which unites the system of law as a whole. Law is a structure of relations, which are interdependent and inter-contingent. Consequently, a "person" which is to form the ontological basis of law has to be entity consisting of all relations. Being also the "how" of the process of realisation of law, if a "person" is to warrant its unity, it has to be a common source for all procedures. Hence, a single "person" would constitute a subject of law. Man appears to be only a moment of a certain entirety, realisation of which should be an aim of his actions. Law, creating a "person" as an object and subject of law becomes a primary entity. In the analyzed theory, the basis for determination of aims which law sets to man is not the allocation of man-subject to something which improves him but rather, such relation is only just constituted by law. A question appears, why should aims set in law also be the aims of "empirical man"? Why is this "empirical man" to be punished in the name of a "person" understood in such a way? If, however, it is assumed that what is man is determined by a system which is superior to him, then man has to be understood only as a part of a whole and there are no grounds to prohibit istrumental treatment of man and so the road to all aspects of totalitarianism might be opened. A problem of the application of created theory to the reality arises, the reality which the theory pretends to explain. Ultimately in his theory Kaufmann does not give any systemic grounds for a radical questioning of the validity of any legal norms. Every new norm becomes an equal part of system of norms. It is only its interpretation and application to given conditions of life that may be disputable, however, this refers to all norms without exception. Cohesive inter-pretation of norms and applications is necessary and sufficient for the acquisition of just law. New norms have to be interpreted in the light of others, correspondingly, the other norms require reinterpretation in the light of the new ones. Contradiction in interpretation of a norm does not form a basis for questioning norms but may serve only to question the manner of their interpretation (understanding). Therefore, no grounds exist to assume any legal norm as criminal or unjust, and in consequence, to question any consistently realised system based on formally, properly established norms, as "legal lawlessness". As law and a "person" do not exist without the process of realisation of law, the role of legal safety becomes crucial as the condition for the possibility of the occurrence of the process of realisation of law. Denying legal safety would be tantamount to negation of law in general (also of moral law) as negation of safety takes away, at the same time, the basis for occurrence of the process of realisation of law. Moreover, any lack of legal safety would also mean lack of a basis for the existence of man as a "person". Kaufmann's thesis, that civil disobedience is legalized only when it has a chance to lead to success, consistent with his concept of the foundations of law, seems to point directly to conclusions which deny the facts taken under consideration and doubtlessly Kaufmann's own intentions, since it would have to be assumed that accordingly there are no grounds to question a legal system in force based on violence which secures its operation. Force finally seems to determine which one of the mutually irreconcilable normative systems constitute law and which does not. A legitimate position is one which leads to success, it is the weaker system which is negated. If so, then basically violent imposition of law is not an act directed against the law in force but, to the contrary, realisation of law. In the context of the new system the former system of law may be talked about as unjust solely in the sense of being incapable of being consistently united with the new. However, at the base, ultimately, lies force which reaffirms differences and excludes from the process of realisation of law certain norms and their interpretations. Kaufmann was aiming at grounding of that which is "non-dispositive" in a certain given framework of interpretation. Nevertheless, he does not provide foundations for the understanding of phenomena, which he undertakes to explain at a point of departure. Instead of explaining them the theory negates the possibility of their existence. The reality postulated in regard to "non-dispositive" moments of the reconstructed process of acquiring law consist of a specifically understood "person", which appears in Kaufmann's conceptions as a condition of the possibility of the realisation of law. According to this approach understanding of a "person" may be only a function of law. To understand "legal lawlessness" and foundations of justice it is necessary to look for such theory of law in which understanding of man as a "person" and being is not a function of understanding of law (in which a "person" is not only a condition for possibility of reconstructed process of realisation of law; for possibility of cognition processes). It seems necessary to start from theory of being and a "person" based on broader experience than the one assumed by Kaufmann and reconstruct the ontological foundations of the process of realisation of law only in such perspective. Kaufmann points out that that to which law refers is ipsa res iusta a concrete relation of man to other people and things. This relation, in his theory, appears to be basically only just constituted by law (normative senses "applied" to conditions of life). Therefore, understanding the relation between a given man and other people and things which constitute the aim of his actions, that is understanding of good, is enacted against the background of constitution of senses; constitution which is a result of a process aiming towards consistent understanding of particular contents (of nor¬mative and non-normative senses). "Being" is secondary towards constructed senses it is only their correlate. The primary relation consists of relation of a man to law (system of norms), while the secondary relation is one of man to something which is the aim of his action (relation between man and good). Considering such approach it is difficult to envision a satisfying answer to the fundamental question: why does law put concrete man under any obligation to obey it? The source of this problem can be seen in reduction of the base for understanding good to content of obligation formulated in auto-reflection. Such reduction seems to be a consequence of Kaufmann's adoption of "convergent concept of truth" and in con¬sequence his recognition of indirect, essentialistic grasp of reality formulated in concepts as the basic and only foundation of theory of being and of law. In view of such an approach, analogy of law, concepts and being is the condition for the possibility of the process of transformation of senses which aims at consistent interpretation of all law. Existence is postulated with respect to the possibility of unity of experience and cognition. However, also a different approach to understanding of the problem of being and good is possible. In spontaneous cognition being is affirmed, first of all, not as a certain, non-contradictory, determined content, but as something existing. Together with a cer¬tain content (passed indirectly through notions) existence of being is co-given. The basis for unity of being is not formed by the consistence of content, as it is in the case of the theories departing from the analysis of cognition processes, but by an act of existence realising content (essence). Such an approach makes it also possible to go beyond the convergent concept of truth. It is worth mentioning that allocation of an agent to good is realised not only by the content of duty. A statement that something is good is primary with respect to determination of this good in content. The recognised good always bears some content, however, there are no reasons to base the concept of good exclusively on indirect, formulated in concepts cognition. As primary, can be adopted the relation of man to good and not of man to law. Determination in content appears to be only an articulation of aspectual cognition of being, as an object of action. In such a case the basis for relative unity of norm and conditions of life is not the "nature of things" understood as correlate of sense but it is relation to good based on internal constitution of man as potential, not self-sufficient being. It does not mean, that the moments of the process of realisation of law singled out by Kaufmann are not important to determination of what is just. He, quite rightly, points to significant role played by norms in the evaluation of concrete situations, in man's search for closer specification in content of good innate to him. The structure of process of determining law for a concrete situation, to a great degree corresponds to the processes of determining law which take place not only in the legal sciences. Kaufmann's analyses of the process of realisation of law show the complexity of the structure of these processes and point towards important moments allowing a better understanding of law and man. Nevertheless, these analyses cannot be a basis for construction of philosophical theory of law, theory which hopes to point out the ultimate, ontological foundations for understanding law. Kaufmann's results may become fully valid only in a more general perspective including broader experience at the point of departure. (shrink)

Multi-level institutional designs with distributed power and authority arrangements among federal, state, regional, and local government agencies could lead to the emergence of differential patterns of socioeconomic and infrastructure development pathways in complex social–ecological systems. Both exogenous drivers and endogenous processes in social–ecological systems can lead to changes in the number of “basins of attraction,” changes in the positions of the basins within the state space, and changes in the positions of the thresholds between basins. In an effort to (...) advance the theory and practice of the governance of policy systems, this study addresses a narrower empirical question: how do intergovernmental institutional rules set by federal, state, and regional government agencies generate and sustain basins of attraction in funding infrastructure projects? A pattern-oriented, agent-based model (ABM) of an intergovernmental network has been developed to simulate real-world transportation policy implementation processes across the federal, the state of Vermont, regional, and local governments for prioritizing transportation projects. The ABM simulates baseline and alternative intergovernmental institutional rule structures and assesses their impacts on financial investment flows. The ABM was calibrated with data from multiple focus groups, individual interviews, and analysis of federal, state, and regional scale transportation projects and programs. The results from experimental simulations are presented to test system-wide effects of alternative multi-level institutional designs, in particular different power and authority arrangements between state and regional governments, on the emergence of roadway project prioritization patterns and funding allocations across regions and towns. (shrink)

This article examines whether and how the participation of women in the firm’s board of directors and senior management enhances financial performance. We use the Fama and French (1992, 1993) valuation framework to take the level of risk into consideration, when comparing firm performances, whereas previous studies used either raw stock returns or accounting ratios. Our results indicate that firms operating in complex environments do generate positive and significant abnormal returns when they have a high proportion of women officers. Although (...) the participation of women as directors does not seem to make a difference in this regard, firms with a high proportion of women in both their management and governance systems generate enough value to keep up with normal stock-market returns. These findings tend to support the policies currently being discussed or implemented in some countries and organizations to foster the advancement of women in business. (shrink)

European quality assurance has a complicated history that must be viewed as taking place on two levels: first, in a national effort to deregulate the public sector and to make universities accountable for their teaching performance; and second, a supranational endeavor to accomplish European integration in the field of higher education. Similarly, the web of institutional constraints and opportunity structures in which accreditation agencies are embedded spans two policy levels, the national and the European. In this paper, we examine (...) how German accreditation agencies achieve some level of autonomy in a highly entrenched institutional environment. The paper is based on a qualitative study comprising archival data and over 70 semi-structured interviews. Drawing on the insights of neo-institutional theory, we argue that quality assurance agencies seek political leverage at the European level in order to strengthen their standing in the higher education systems of their own countries. (shrink)

This paper analyzes how national institutions impact corporate social responsibility practices for small- and medium-sized enterprises in the food-processing industries of France and Morocco. In this study, CSR practices are defined around two main dimensions: corporate performance and the CSR approach. Qualitative data were collected during semi-structured interviews with SME managers in charge of CSR issues. We then performed a content analysis. Our study shows that there is a distinct difference between the CSR practices adopted by SMEs in (...) France and Morocco. Indeed, the findings suggest that under the rule-based governance system of France, most SMEs view CSR as an economic tool and it is adopted as an opportunity-seeking perspective anchored in the search for global performance. The findings also show that under the relationship-based governance system of Morocco, SMEs mainly see CSR from a constraint-reducing perspective. However, some Moroccan SMEs have begun to see the economic opportunities of CSR, especially in accessing foreign markets. (shrink)

Conclusion and PostscriptThis paper opened with a quotation from the credo of the Institute of Directors: “The success of a companies depends on the leadership and performance of directors.” The performance of the group of male directors at the “Enterprise and Governance” conference has revealed patriarchal ideology exercising hegemonic control of the corporate culture and strongly resisting any challenges to its dominant position.

According to Streeck and Vogl, the neoliberalization of the state has been the result of political-economic developments that render the state dependent on financial markets. However, they do not explain the discursive shifts that would have been required for demoting the state to the role of an agent to bondholders. I propose to explain this shift via the performative effect of neoliberal agency theory. In 1976, Michael Jensen and William Meckling claimed that corporate managers are agents to shareholding (...) principals, which implied that their main task was the procurement of shareholder value. Agency theory subsequently prescribes a series of measures to ensure the alignment of principal and agent interests in corporations. The diffusion of agency theory, however, moved beyond corporate governance to reconfigure the state. Due to its reliance on capital markets, the state supposedly likewise becomes an agent of the investment public and should procure bondholder value. (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)

This paper analyzes how national institutions impact corporate social responsibility practices for small- and medium-sized enterprises in the food-processing industries of France and Morocco. In this study, CSR practices are defined around two main dimensions: corporate performance and the CSR approach. Qualitative data were collected during semi-structured interviews with SME managers in charge of CSR issues. We then performed a content analysis. Our study shows that there is a distinct difference between the CSR practices adopted by SMEs in (...) France and Morocco. Indeed, the findings suggest that under the rule-based governance system of France, most SMEs view CSR as an economic tool and it is adopted as an opportunity-seeking perspective anchored in the search for global performance. The findings also show that under the relationship-based governance system of Morocco, SMEs mainly see CSR from a constraint-reducing perspective. However, some Moroccan SMEs have begun to see the economic opportunities of CSR, especially in accessing foreign markets. (shrink)

Investors' confidence in the financial market is boosted by good corporate governance (CG). Good governance builds trust and improves an organization's financial performance (FP). However, organizations with bad management lose the trust of their stakeholders because they do not perform well financially. Therefore, the purpose of this study is to examine the influence of CG 89; on FP through mediating the role of humble leadership (HL) and monetary incentive (MI) as a moderator between CG and HL. Data (...) were collected from 300 respondents who were working in various cement manufacturing organizations located in different cities of Pakistan. The analysis was performed using SPSS software version 25 and AMOS version 22 software to work out the study sample size. The result revealed that the framework of CG has a positive impact in terms of FP. Furthermore, HL positively and significantly mediates on CG, and FP is inextricably linked. However, MI acts as a moderator between CG and HL, but despite strengthening, it weakens the impact of CG' on HL. This study contributes toward the literature, specifically toward the expectancy theory literature. Finally, some theoretical and practical implications at the organizational level are offered, describing how CG influences FP within the organization, and research limitations and future directions are presented. (shrink)

Software agents’ ability to interact within different open systems, designed by different groups, presupposes an agreement on an unambiguous definition of a set of concepts, used to describe the context of the interaction and the communication language the agents can use. Agents’ interactions ought to allow for reliable expectations on the possible evolution of the system; however, in open systems interacting agents may not conform to predefined specifications. A possible solution is to define interaction environments including a normative component, with (...) suitable rules to regulate the behaviour of agents. To tackle this problem we propose an application-independent metamodel of artificial institutions that can be used to define open multiagent systems. In our view an artificial institution is made up by an ontology that models the social context of the interaction, a set of authorizations to act on the institutional context, a set of linguistic conventions for the performance of institutional actions and a system of norms that are necessary to constrain the agents’ actions. (shrink)

The rise of multi-stakeholder institutions (MIs) involving the ultra-processed food (UPF) industry has raised concerns among food and public health scholars, especially with regards to enhancing the legitimacy and influence of transnational food corporations in global food governance (GFG) spaces. However, few studies have investigated the governance composition and characteristics of MIs involving the UPF industry, nor considered the implications for organizing global responses to UPFs and other major food systems challenges. We address this gap by conducting a (...) network analysis to map global MIs involving the UPF industry, drawing data from web sources, company reports, business and market research databases, and academic and grey literature. We identified 45 such global food system MIs. Of these, executives from the UPF industry or affiliated interest groups held almost half (_n_ = 263, or 43.8%) of the total 601 board seat positions. Executives from a small number of corporations, especially Unilever (_n_ = 20), Nestlé (_n_ = 17), PepsiCo Inc (_n_ = 14), and The Coca-Cola Company (_n_ = 13) held the most board seat positions, indicating centrality to the network. Board seats of these MIs are dominated by executives from transnational corporations (_n_ = 431, or 71.7%), high-income countries (_n_ = 495, or 82.4%), and four countries (United States, Switzerland, United Kingdom, and the Netherlands) (_n_ = 350, or 58.2%) in particular. This study shows that MIs involving the UPF industry privilege the interests of corporations located near exclusively in the Global North, draw legitimacy through affiliations with multi-lateral agencies, civil society groups and research institutions, and represent diverse corporate interests involved in UPF supply chains. Corporate-anchored multi-stakeholderism, as a form of GFG governance, raises challenges for achieving food systems transformation, including the control and reduction of UPFs in human diets. (shrink)

The main aim of this study was to empirically analyze whether Institutional Quality moderates the relationship between corporate governance and stock liquidity through the light of agency and information asymmetry theory. To the best of our knowledge, this is the first finance study. The sample consists of 230 non-financial firms listed on the Pakistan stock exchange during the period of 2009–2019. We used an instrumental variable approach and our new Institutional Quality index composed of world (...) governance indicators and a corporate governance index, developed via principal component analysis, to demonstrate a relationship between corporate governance and stock liquidity and check the moderating role of Institutional Quality by following the resources complementary phenomenon. Our results show a significant, positive relationship between the corporate governance index and stock liquidity, suggesting that well-governed firms have high liquidity. The results show that the Institutional Quality index has a positive moderating impact on the relationship between corporate governance and stock liquidity, suggesting that corporate governance in Pakistan is weak. Our results are robust to a series of endogeneity checks using alternative proxies of stock liquidity. (shrink)

This research aims to explore the relationship between corporate governance and CSR: What are the major factors that play a direct role in the establishment of this relationship? How does context and institutional background impact upon the relationship between CSR and Governance? Using in-depth semi-structured interviews from two types of governance systems in three countries over three years, this study has demonstrated that in practice, within different settings, CSR is being used both as a strategy (...) as well as a reaction to different drivers. We call this adaptive governance where governance can be defined as a flexible system of action incorporating strategic and monitoring activities that determines the way a company enacts its responsibilities to its shareholders and stakeholders and which is determined at any given time by the interrelationship of institutional drivers and behavioural norms. Governance systems and their interrelationships with CSR are demonstrated as fluid according to the national and institutional context, economic situation and industry impact. In the eyes of practitioners corporate governance includes both structural and behavioural factors as well as responsibilities and actions towards shareholders and stakeholders. Contextual factors that this research highlights to be important to the incorporation of CSR into governance include the economic environment, national governance system, regulation and soft law, shareholders, national culture, behavioural norms and industry impacts. Hypotheses on the impact of institutional contexts, industry impacts and economic situations on different types of CSR actions are proposed for further research. (shrink)

Recent perspectives on community investments suggest that they are opportunities for firms to create value for shareholders and other stakeholders. However, many corporate managers are still influenced by a widely held belief that such investments erode profits and are therefore unjustifiable from an agency perspective. In this paper, we refine and test theory regarding countervailing forces that influence community-based firm performance. We hypothesize that high levels of available slack will be associated with higher community-based performance, but that this (...) relationship will be moderated by three important governance variables: board independence, investment fund ownership, and CEO ownership. We find support for our hypotheses in longitudinal study of a large sample of U.S. corporations. (shrink)

This study investigates the relationship between corporate governance and corporate sustainability performance in the emerging Asian markets where the central role of sustainable development was perceived after the 2008 global financial crisis. We base our study on the triple bottom line approach that incorporates three dimensions of sustainability: economic, environmental, and social performance. A governance index comprising ten firm-specific provisions is proposed to summarise internal corporate governance. Consistent with agency theory, we confirm that (...) firms with better corporate governance have better corporate sustainability performance. We also determine which main factors drive the governance-sustainability relation. The findings have practical implications for firms, shareholders, and policy makers by emphasising the role of corporate governance in assessing and enhancing corporate sustainability performance. (shrink)

The Morphogenetic Régulation approach (MR) contributes to the Morphogenetic Approach by explaining the material and ideational origins of change and stasis in agency, structure, and culture. In this paper, we focus on the expressive quality of ideas and systemic persistence in three research projects. The first demystifies inclusive governance and its adverse impacts. It shows how, contrary to institutions of governance, inclusiveness is not simply a norm but actually the explication of corporate agents’ ideas about rational (...) choice institutionalism which leads to adverse impacts on vulnerable groups and ecologies known as adverse inclusion. The second investigates the role of ideas as adequacy and self-explication in guiding Palestinian actors’ actions towards the deepening of neoliberalization in Palestine. The third explains the relevance of the systemic persistence problematique for understanding how three juxtaposed themes – Web2, Web3, and Artificial Intelligence (AI) – are shaping the political economy and infrastructure of the Internet. (shrink)

. American businesses and corporate executives are faced with a serious problem the loss of public confidence. Public criticism, increased government controls, and growing expectations for improved financial performance and accountability have accompanied this decline in trust. Traditional approaches to corporate governance, typified by agency theory and stakeholder theory, have been expensive to direct and have focused on short-term profits and organizational systems that fail to achieve desired results. We explain why the organizational governance theories (...) are fundamentally, inadequate to build trust. We advance a conceptual framework based on stewardship theory characterized by “covenantal relationships” and argue that design of governance mechanisms using a covenantal approach is more effective in building trust in organizations. A covenantal relationship is a specialized form of a relational contract between an employee and his or her organization. We argue that regardless of incentives and control mechanisms carefully designed through contractual mechanisms, in the absence of covenantal relationships it is extremely difficult to build trust within organizations. We propose that organizations are more likely to build trust – both at the organizational level and at the interpersonal level – when they create reinforcing and integrated systems that honor implied duties of “covenantal relationships.”. (shrink)

Don Ihde and Lambros Malafouris (Philosophy and Technology 32:195–214, 2019) have argued that “we are homo faber not just because we make things but also because we are made by them.” The emphasis falls on the idea that the things that we create, use, rely on—that is, those things with which we engage—have a recursive effect on human existence. We make things, but we also make arrangements, many of which are long-standing, material, social, normative, economic, institutional, and/or political, and (...) many of which are supported by various technologies, including AI, more and more. Critical theorists, such as Habermas, have argued that we need a “depth” or critical hermeneutics (one that combines hermeneutical understanding with scientific explanation) to provide a full account of this kind of recursivity. For Habermas, the explanatory aspect of critical hermeneutics has been modeled on neo-Marxist and neo-Freudian theories. We propose a new critical hermeneutical approach that uses the tools of embodied cognitive science, affordance theory, material engagement theory, and the concept of the socially extended mind. (shrink)

The effect of environmental, social, and governance (ESG) activities on corporate financial performance (CFP) could be linear or nonlinear. However, inconsistent results remain a research gap and thus need to be re-examined. By drawing on stakeholder theory and the neoclassical economics perspective while using the panel data of 155 Chinese listed firms from 2010 to 2020, system generalized method of moments (GMM) estimation results revealed an inverted U-shaped relationship between ESG and CFP. Moreover, by drawing on the (...) class='Hi'>institutional-based view, it was determined that government subsidies moderate the inverted U-shaped relationship between ESG and CFP. Specifically, we found that the inverted U-shaped effect of ESG on CFP is weakened when government subsidies are high. This study contributes to the literature by confirming the presence of a curvilinear relationship between ESG and CFP. This study also generates meaningful implications suggesting that the governmental role in ESG is salient in mitigating associated financial costs for firms, thereby ultimately affecting CFP. (shrink)

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 article, we examine the empirical association between corporate governance (CG) and corporate social responsibility (CSR) engagement by investigating their causal effects. Employing a large and extensive US sample, we first find that while the lag of CSR does not affect CG variables, the lag of CG variables positively affects firms’ CSR engagement, after controlling for various firm characteristics. In addition, to examine the relative importance of stakeholder theory and agency theory regarding the associations among (...) CSR, CG, and corporate financial performance (CFP), we also examine the relation between CSR and CFP. After correcting for endogeneity bias, our results show that CSR engagement positively influences CFP, supporting the conflict-resolution hypothesis based on stakeholder theory, but not the CSR overinvestment argument based on agency theory. Furthermore, firms’ CSR engagement with the community, environment, diversity, and employees plays a significantly positive role in enhancing CFP. (shrink)

This article draws on key models of monitoring and blockholding articulated in the incomplete contracts theory of the firm. Under incomplete contracts theory, different governance systems have incentive structures that entail different tradeoffs—tradeoffs between ownership concentration and liquidity, between monitoring and management initiative, and between private rent-seeking and activity benefiting shareholders as a group. The tradeoffs delimit opportunities for productive cross-reference. More specifically, blockholder systems, such as those in Europe, subsidize monitoring by permitting blockholders to reap private benefits of (...) control through self-dealing and insider trading. Market systems, such as those in the United States and Britain, regulate such private rent-seeking toward the end of maintaining an institutional framework that supports diffuse share ownership and liquid trading markets. It follows that a legal framework conducive to blockholding may be ill-equipped to foster dispersed equity ownership and thick trading markets and that a legal framework conducive to liquid trading markets may have properties that discourage blockholding. This gives rise to questions for law reform agendas on both sides of the Atlantic. In the United States, proponents ask for deregulation of controls on institutional investors, looking to encourage blockholding and more effective monitoring. In Europe, proponents ask for stronger securities regulation, looking to encourage deeper trading markets. This article suggests that each reform program may lead to disappointing results because neither assures conforming adjustments to the pertinent actors’ incentives. Alternatively, strict reforms that materially change prevailing incentive patterns could perversely destabilize workable arrangements without assuring the appearance of more effective alternatives. (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 concept of biological mimicry is viewed as a ‘process of life’ theory rather than a ‘process of change’ theory—regardless of the historical interest and heuristic value of the subject for the study of evolution. Mimicry is a dynamic ecological system reflecting the possibilities for mutualism and parasitism created by a pre-established bipartite signal-based relationship between two organisms – a potential model and its signal receiver (potential operator). In a mimicry system agency and perception play essential, interconnected (...) roles. Mimicry thus describes emergent biologically meaningful relationships based on synergy, and is not an object-based theory. Biosemiotics offers a particularly valuable discipline for analysing the dynamics and nuances of mimicry systems, and can thus pave the way for a better and more complete understanding of how mimicry has evolved in the past, and how it might evolve in the future—presented here with special reference to the need for an integrated, ‘third way of evolution’ approach to biological relativity. A revised definition of mimicry is proposed. (shrink)

While much has been written on specificity (e.g., in texts on new institutional economics, agency theory, and team production theory), there are still some insights to be learnt by business ethicists. This article approaches the issue from the perspective of team production, and will propose a new form of corporate governance: enlightened corporate governance, which takes into consideration the specific investments of employees. The article argues that, in addition to shareholders, employees also bear a (...) residual risk which arises due to their specific investments. This residual risk presents a valid and legitimate basis for residual claims. In this way, employees can be seen as residual claimants due to the fact that their income depends upon a hazardous quasi rent. Therefore, this article will call on the fiduciary duty of board members to protect those employees who are exposed to such residual risks and may thus be vulnerable as a result. This leads to a fundamental change of perspective on the “theory of the firm” – a change which will adopt the theories of new institutional economics, agency theory, and team production theory in order to promote business ethics research. Against this background, enlightened corporate governance aims to follow the criterion of specific investments as a legitimate basis for residual claims. Furthermore, it seeks to understand the consequences for board members, and to promote the sharing of control and ownership. The article will close with some discussion of the implications and future prospects for business ethics. (shrink)

This study aims at analyzing the board structure and its impact on firm performance in the context of an emerging economy, Turkey. Emerging economies are characterised by poorly-developed legal systems, under-developed markets for corporate control and concentrated ownership structures. This context is expected to have an impact not only on the board structure but also on the relationship between board structure and firm performance. Drawing from agency, stewardship and resource dependence theories and emphasising the impact of the societal (...) context in line with macro institutional approaches, hypotheses are developed regarding the board structure/firm performance relationship. Findings tend to show that board structure does not have a significant impact on performance. (shrink)

Business ethics is one of the most significant demands made by institutional and individual investors, who usually require the participation of the board of directors in the planning and implementation of ethical behaviour in corporations. This is done by drawing up an ethics code and then monitoring its fulfilment. This study has a dual objective: first, to analyse the role played by the composition of the board of directors, and by that we mean its independence and the diversity of (...) its members, on the implementation and scope of an EC, and, second, to detect whether the corporate governance system moderates the level of involvement of the board in ethical issues. The findings obtained from a data panel sample made up of 760 listed companies from 12 countries for the years 2003–2009 show that the largest companies with large-sized and diverse boards implement the most developed ECs. Nevertheless, the extent of involvement of the independent directors is conditioned by the level of shareholder orientation characteristic of the system of CG in the corporation’s country of origin. (shrink)

In this paper, we present and test a theory of how political connectedness affects corporate governance and productive efficiency of firms. Our model predicts that underdeveloped democratic institutions that do not punish political corruption result in political connectedness of firms that in turn has a negative effect on performance. We test this prediction on an almost complete population of Slovenian joint-stock companies with 100 or more employees. Using the data on supervisory board structure, together with balance sheet and (...) income statement data for 2000–2010, we show that a higher share of politically connected supervisory board members leads to lower productivity. (shrink)

Until recently, as market forces gradually prevailed over government intervention, the contractarian view had emerged as a preferred method of economic governance due to its attractiveness for business. Following the recent collapse of financial markets and the resulting recession, however, this structural form is now being called into question as the calls for more regulation and government intervention increase. In this context, this article revisits the law versus contract debate in the field of corporate law and governance. (...) Following a theoretical framework utilizing elements of game and resource-based theory of the firm, the company is envisaged as a central counterparty in repeated bargains with its stakeholders. It is shown that power dynamics, which are inherent in the repeated bargains between stakeholders and the company, are prone to imbalance rather than balance by causing cumulative increases in the relative power of stronger parties and vicious spirals of relative power loss for weaker ones. This cumulative power imbalance is then reflected in the organizational rent appropriation process, as weaker parties are eventually expropriated by stronger ones. It is therefore argued that since the contractual model is inherently prone to instability, mandatory power-balancing rules are necessary. Such (re)balancing regulation, however, would need to follow a systemic approach because stakeholder and company power is drawn from, and affected by numerous structural arrangements in the legal and economic system. (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)

Corporate governance (CG) is a key area of management with important implications for business ethics. The interface of CG and business ethics is populated with rich intellectual debates on the role of ethics in governance from a multi-disciplinary perspective. Within these debates, the relationship between CG and outcomes for business and society, and the role of CG structures and processes and their comparative aspects across institutional settings are discussed. Despite a proliferation of research at the interface (...) of CG and ethics, we observe that an engagement with topics, methodologies, and expected outcomes drawing on established frames and theories of CG tends to the ignoring or even the preclusion of an explicit engagement with debates in business ethics. Through this VSI, we as section editors showcase previously published papers in the Journal that proactively explore the explicit linkages and interfaces between CG and ethical societal challenges, with the aim of inspiring further such CG research. (shrink)

This study aims at analyzing the board structure and its impact on firm performance in the context of an emerging economy, Turkey. Emerging economies are characterised by poorly-developed legal systems, under-developed markets for corporate control and concentrated ownership structures. This context is expected to have an impact not only on the board structure but also on the relationship between board structure and firm performance. Drawing from agency, stewardship and resource dependence theories and emphasising the impact of the societal (...) context in line with macro institutional approaches, hypotheses are developed regarding the board structure/firm performance relationship. Findings tend to show that board structure does not have a significant impact on performance. (shrink)

The failure of the critics of corporate governance to agree on what should be done to improve the governance process can, in most cases, be traced to a different understanding of the role of corporate directors in that process. This article analyzes and contrasts the obligations of directors under two legal theories, the fictional person theory and the organic theory, of the corporation. A comparison of the director's obligations under each theory indicates that the (...) organic theory provides a better basis for assessing the performance of directors and initiating reform.Among the boards of directors of Fortune 500 companies, I estimate that 95% are not fully doing what they are legally, morally, and ethically supposed to do. And they couldn't, even if they wanted to. (shrink)

Purpose. Institutionalism is gaining strength as a dominant point of view on the world. Its philosophical basis is the postulate of the uncertainty of the development, which comes to replace the neoclassical certainty characteristic of industrial society. The postulate of uncertainty is closely connected with the idea of subjectivization and individualization of post-industrial society. All these were very important components of the new paradigm, although they do not exhaust the problem. In the heart of postmodernism is a mass identity as (...) a spiritual substance, while the more recently mass of people to realize themselves as natural and social beings. Person has absolute freedom in the acceptance and rejection of culture and civilization; it is pluralistic in their actions and in their consciousness. It is the subject of history and it should be creative, fluent mastering all the achievements of culture. Methodology. The dialogue system of the Postmodern, which is the basis of human communication with another person, human with society is a model of convergent formation of the world community and world economy. The same model of rationalism and adequate industrial society is a monologue, which is easily builds a bridge to violence, even if it is carried out in the name of the man behind him and the pathos of the exaltation of man as the bearer of unlimited creation possibilities. However, it is very important not just to modify rationalism, and to understand the origins of civilization. Scientific novelty. The postmodern era begins is not easy. Modern defending, using all their reserves: public thirst for justice, the priority of rationality, monologist public agencies and politicians in contrast to the dialogic postmodern imperative modality in the spiritual existence of man instead the freedom. Finally, the world of the story is set a trap – the anthropological paradigm of the globalization ideology formation. In this paradigm, people see materialistic rational measure of space and society building, i.e. the natural and social being, not a spiritual person. All this was evident in the course of transformation in Ukraine. Its main weakness is obvious. This narrows the field of mass participation in the market or by the adopted symbolism, the field of subjectivity. The population is invited to wait and endure, i.e. plays the role of the object of political and economic manipulation. Even more unacceptable monopolization of subjectivity government, for which everything is regarded as a subject of state regulation. Conclusions. For civilization of cardinal feature is the treatment of the person as the subject of history. The need for the development of civilization to increase the degree of subjectivity in an economy where people can express themselves freely and responsibly through a system of private property relations: economic entity is the subject of property. Policy enhancing the role of human rights and the development of the principle of subjectivity means deepening the democratic foundations of the state structure. In the social sphere the subjectivity is expressed in the individualization of the social existence of man and the personification of public relations and it is implemented through the mechanisms of liberal institutions. It seems that the civilizational unity of the economy, democratic state and liberal society has the value of a scientific paradigm. Whatever the great cultural peaks of the postmodern, the main processes of a new society formed at its foot: in the area of formation of public consciousness and public preferences with the mass participation of the individual in the economy, in the field of state-building and the formation of social institutions on the principles of Amateur participation. (shrink)

Purpose. Institutionalism is gaining strength as a dominant point of view on the world. Its philosophical basis is the postulate of the uncertainty of the development, which comes to replace the neoclassical certainty characteristic of industrial society. The postulate of uncertainty is closely connected with the idea of subjectivization and individualization of post-industrial society. All these were very important components of the new paradigm, although they do not exhaust the problem. In the heart of postmodernism is a mass identity as (...) a spiritual substance, while the more recently mass of people to realize themselves as natural and social beings. Person has absolute freedom in the acceptance and rejection of culture and civilization; it is pluralistic in their actions and in their consciousness. It is the subject of history and it should be creative, fluent mastering all the achievements of culture. Methodology. The dialogue system of the Postmodern, which is the basis of human communication with another person, human with society is a model of convergent formation of the world community and world economy. The same model of rationalism and adequate industrial society is a monologue, which is easily builds a bridge to violence, even if it is carried out in the name of the man behind him and the pathos of the exaltation of man as the bearer of unlimited creation possibilities. However, it is very important not just to modify rationalism, and to understand the origins of civilization. Scientific novelty. The postmodern era begins is not easy. Modern defending, using all their reserves: public thirst for justice, the priority of rationality, monologist public agencies and politicians in contrast to the dialogic postmodern imperative modality in the spiritual existence of man instead the freedom. Finally, the world of the story is set a trap – the anthropological paradigm of the globalization ideology formation. In this paradigm, people see materialistic rational measure of space and society building, i.e. the natural and social being, not a spiritual person. All this was evident in the course of transformation in Ukraine. Its main weakness is obvious. This narrows the field of mass participation in the market or by the adopted symbolism, the field of subjectivity. The population is invited to wait and endure, i.e. plays the role of the object of political and economic manipulation. Even more unacceptable monopolization of subjectivity government, for which everything is regarded as a subject of state regulation. Conclusions. For civilization of cardinal feature is the treatment of the person as the subject of history. The need for the development of civilization to increase the degree of subjectivity in an economy where people can express themselves freely and responsibly through a system of private property relations: economic entity is the subject of property. Policy enhancing the role of human rights and the development of the principle of subjectivity means deepening the democratic foundations of the state structure. In the social sphere the subjectivity is expressed in the individualization of the social existence of man and the personification of public relations and it is implemented through the mechanisms of liberal institutions. It seems that the civilizational unity of the economy, democratic state and liberal society has the value of a scientific paradigm. Whatever the great cultural peaks of the postmodern, the main processes of a new society formed at its foot: in the area of formation of public consciousness and public preferences with the mass participation of the individual in the economy, in the field of state-building and the formation of social institutions on the principles of Amateur participation. (shrink)

This collection of case studies in public management bridges the gap between mainstream CSR - confined to the for-profit corporations - and the vast bodies of workers and organizations that make up government and its public administration. The variety and discretion of managerial endeavours in public management calls for accountability and responsibility of government beyond current legal instruments: The book argues that CSR must be brought to bear with government. In government in fact, knowledge management is not a linear (...) class='Hi'>process, but the result of working with passion of the parts, implying discretionary behaviour and creativity which in turn imply choice and responsibility. Cases ranging from the USA to Central America, New Zealand and Europe all confirm the complex nature of public management, entailing partnership synergy for disaster recovery, the intertwined link between management and new technology and mindfulness at individual level. The cases are set in a framework by theoretical essays on bureaucratic behaviour and unknown stakeholders. Public-sector management has long drawn upon principles, tools, and techniques developed in the private sector, aiming to infuse bureaucracies with touches of efficiency and productivity. But good governance is also central to good management. This fascinating, wide-ranging volume shows how ideas from the Corporate Social Responsibility movement apply to the governance and administration of public agencies. A series of detailed and informative case studies, written by researchers and practitioners with deep knowledge of their industries and agencies, explores the challenges of managing public and government agencies in a socially responsible manner. The book offers a nuanced and balanced portrait that calls for greater public involvement and oversight in keeping public organizations on track. Highly recommended! Peter G. Klein University of Missouri Norwegian School of Economics and Mises Institute Here are six compelling case studies that reveal the relevance, even the imperative, of Corporate Social Responsibility (CSR) in the public sector. In doing so, the authors simultaneously expand the role of CSR and provide us with a refreshed concept of government and public management. The authors then lay the theoretical groundwork for their observations in ways that enrich our understanding of both CSR and the evolving roles of government in our lives. This is "must reading" for corporate officers and for public managers. Thomas R. Sexton Stony Brook University, NY College of Business and School of Professional Development. (shrink)

Corporate governance in the European Union (EU) has been traditionally seen as a problem of harmonizing or co-ordinating national systems. Here the focus is on the interactions between corporate governance on the one hand and macroeconomic policy on the other. It is argued that the function of corporate governance is a process determined by a structurally embedded dynamic game between major stakeholders and the corporation. The article argues that Economic Monetary Union (EMU) institutions (...) and policymaking, as elements of the institutional environment in which this game is embedded, determine particular parties’ bargaining power and through this the outcome of the corporate governance game and its trajectory. The main focus is on the bargains between labour and financial capital with the corporation, which is mostly destabilized in the EU–EMU environment. The findings carry an important message for post-crisis restructuring. (shrink)

Improving corporate governance, business sustainability, and accountability for business organizations appears to be a global trend. Society is holding public companies responsible and accountable for their business activities and their financial reporting process. The public, regulators, accounting profession, and academic community are also taking a closer look at colleges and universities to find ways to hold these institutions more accountable for achieving their mission of providing higher education with relevant curriculum. Three areas that have recently received long-awaited (...) attention are business sustainability, professional ethics, and corporate governance. Business schools play an important and everlasting role in preparing the next generation of business leaders who possess life-long education and training of acting with integrity and upholding the highest level of ethical conduct and the heavy burden of public trust. These next generations of business leaders must understand the importance of ethical conduct, business sustainability and corporate governance corporations to our society and the complexity of financial reporting. Thus, business curriculum must reflect promotion of ethical behavior, professional accountability, and personal integrity taught to business students. Corporate governance, business sustainability, ethics including accountability, integrity, and transparency must be integrated throughout the business curriculum. The book is organized into three modules. Module I presents business sustainability, its importance, five dimensions of business sustainability performance including economic, governance, social, ethics and environmental (EGSEE), sustainability reporting and assurance and sustainability research and education. Module II provides the emergence of corporate governance, a framework for discussion of important functions of corporate governance including oversight, managerial, compliance, advisory, auditing, and monitoring as well as and integrating corporate governance into accounting research and business curricula. Module III discusses the importance of business and professional ethics, workplace ethics and trends in ethics research and education. (shrink)

Since Ackerman in Corporate social responsiveness, the modern dilemma (1973), pleaded for the institutionalisation of corporate social performance (CSP) in business processes, researchers have focused on the role of strategy in CSP. This article demonstrates that CSP is institutionalised within the governance structure. We will attempt to make this clear by means of a description of the Dutch system of corporate governance. Under certain circumstances Dutch companies are already bound to CSP due to prevailing legislation. (...) A governance perspective shows that CSP is institutionalised within a company’s governance structure. “Processes of responsiveness”, since long regarded as a starting point of CSP-analysis, appear to be decision-making processes. Within these processes the expectations of the stakeholders can be institutionalised, trust can be built and interests can be incorporated. This makes CSP context-dependent. However, it is possible to analyse companies by comparing the companies’ individual governance structures. The article concludes that CSP-analysis can fruitfully extend into analysing in the role of the stakeholders in the influence-pathways that are incorporated within the governance structure. (shrink)

Human oversight has become a key mechanism for the governance of artificial intelligence (“AI”). Human overseers are supposed to increase the accuracy and safety of AI systems, uphold human values, and build trust in the technology. Empirical research suggests, however, that humans are not reliable in fulfilling their oversight tasks. They may be lacking in competence or be harmfully incentivised. This creates a challenge for human oversight to be effective. In addressing this challenge, this article aims to make (...) three contributions. First, it surveys the emerging laws of oversight, most importantly the European Union’s Artificial Intelligence Act (“AIA”). It will be shown that while the AIA is concerned with the competence of human overseers, it does not provide much guidance on how to achieve effective oversight and leaves oversight obligations for AI developers underdefined. Second, this article presents a novel taxonomy of human oversight roles, differentiated along whether human intervention is constitutive to, or corrective of a decision made or supported by an AI. The taxonomy allows to propose suggestions for improving effectiveness tailored to the type of oversight in question. Third, drawing on scholarship within democratic theory, this article formulates six normative principles which institutionalise distrust in human oversight of AI. The institutionalisation of distrust has historically been practised in democratic governance. Applied for the first time to AI governance, the principles anticipate the fallibility of human overseers and seek to mitigate them at the level of institutional design. They aim to directly increase the trustworthiness of human oversight and to indirectly inspire well-placed trust in AI governance. (shrink)

As forms of private self-regulation, multi-stakeholder initiatives have emerged as an important empirical phenomenon in global governance processes. At the same time, MSIs are also theoretically intriguing because of their inherent double nature. On the one hand, MSIs spell out CSR standards that define norms for corporate behavior. On the other hand, MSIs are also the result of corporate and stakeholder behavior. We combine the perspectives of institutional theory and club theory to conceptualize this (...) class='Hi'>double nature of MSIs. Based on a stage model that looks at the interplay of actor and institutional dynamics, we generate insights into why actors join a voluntary MSI, how the various motivations and intentions of the actors influence the standard development, and how these as well as the MSI design are subsequently influenced by both external and internal dynamics. (shrink)

In this book, Seumas Miller examines the moral foundations of contemporary social institutions. Offering an original general theory of social institutions, he posits that all social institutions exist to realize various collective ends, indeed, to produce collective goods. He analyses key concepts such as collective responsibility and institutional corruption. Miller also provides distinctive special theories of particular institutions, including governments, welfare agencies, universities, police organizations, business corporations, and communications and information technology entities. These theories are philosophical and, thus, foundational (...) and synoptic in character. They are normative accounts of a sampling of contemporary social institutions, not descriptive accounts of all social institutions, both past and present. Miller also addresses various ethical challenges confronting contemporary institutional designers and policymakers, including the renovation of the international financial system, the 'dumbing down' of the media, the challenge of world poverty, and human rights infringements by security agencies combating global terrorism. (shrink)