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In the second issue of the journal Risk Governance and Control: Financial Markets & Institutions in 2021 contributions are published that studied investigating the cross-market linkages and papers related to human capital as a critical component in the knowledge economy

Corporate scandals during the last years have been proven to be stigmata on the corporate environment. Greece has been the focus point for its public financials, but it has its share of corporate scandals. The last thirty years a rapid reform has taken place in Greece. The legal, regulatory and capital market framework has changed in order to create a more comparable, compatible and isomorphic European business environment. Initiatives like the introduction of IFRS (2003-2004), corporate governance best practices (2002-2003), monitoring and auditing reforms, were some of the main tools of creating a new business environment in Greece. The paper argues, using specific data that these initiatives weren’t efficient enough, not by designers fault but because they weren’t appropriate for the fundamental characteristic of the social, political, legal and economic business environment of Greece. The paper, using the Proton bank case, shows these inefficiencies and highlights the fallacies of the policy makers in Greece and in Europe.

This study contributes to the understanding of Corporate Governance term by using content analysis on twenty two definitions, dated from 1992 to 2010. We developed a six-dimensional framework and we calculated the frequency count using Internet search engine. Our results reveal that the more used definitions are the narrower (those of two or three dimensions), which implies that a further study, discussion or extension could act as a cornerstone to a cross-disciplinary dialogue for a broader definition of Corporate Governance.

PurposeThe purpose of the paper is to address the issues raised by the author of the paper “The effectiveness of corporate governance in Greece”.Design/methodology/approachThe issues are addressed point by point using additional data, references and analysis.FindingsThe paper pinpoints the sources of ineffectiveness of the Law 3016/2002 and states that there is a need for a new set of principles and laws that focus on the real issues of corporate governance in countries like Greece.Research limitations/implicationsTo fully comprehend the nature and dynamics of corporate governance issues a survey and analysis broader in scope, more holistic and without any prepossessions must be contacted.Practical implicationsThe study provides evidence to policy makers that the previous initiatives were ineffective and a new initiative is imperative in order to establish balance and create the conditions for capital market development.Originality/valueThe paper questions the argument that convergence may be accomplished by the enactment of laws alone and contributes to the growing body of literature that supports the notion that convergence may be accomplished only by the convergence of more fundamental characteristics of a country.

PurposeLegislators legislate, but how feasible and effective the implementation and enforcement of these laws are and how congruent with the countries characteristics, is under doubt. The paper seeks to argue that the Greek law on corporate governance (CG) had no effect on the fundamental elements of the corporate environment.Design/methodology/approachSeven hypotheses are tested using three different econometric methodologies (panel data, probit, and ordinal probit regression).FindingsThe paper pinpoints the legal disarrays and their impact on the firm and argues that there is a need for a new set of principles and laws that focus on the real issues of CG rather than the size, structure and leadership of the administrating bodies or the disclosure mechanisms.Research limitations/implicationsThe data used have been collected from the annual reports and not from questionnaires. Furthermore, there is no methodology to integrate all seven models to a structured or nested model.Practical implicationsThe study provides evidence that there is a need for a different set of provisions than the ones in the Anglo‐Saxon countries.Originality/valueThe paper uses a variety of methodologies and tests seven hypotheses. It takes a more holistic approach.

Remuneration is considered to be closely connected with financial performance (positively), firm size (positively), the organizational structure (negatively) and corporate governance mechanisms (negatively). Furthermore, a connection of ownership structure and executives’ remuneration has been well established (theoretically and empirically) in the literature (agency theory). The paper examines if these relationships are valid in Greece. Greece hasn’t the characteristics of an Anglo-Saxon country. Overall the study has shown that remuneration levels in Greece are defined by a different set of factors than the ones that are prominent in an Aglo-Saxon country. Notably, fundamental financial measures of performance are more widely used. The age of firms and corporate governance quality have a catalytic impact on remuneration levels.

Problem statement: The study contributes to the literature that argues that the convergence trend of corporate governance systems is either nominal or hasn’t the impact that the advocates of this theory hypothesize. Approach: The objective of the study was to test this hypothesis the key issue of remuneration had been chosen to illustrate that the differences of corporate governance systems still exist and they have a substantial impact on business environment. Disclosure or not of information regarding these issues preoccupies regulating, legislative authorities as well as capital market participants. The study, using a probit regression analysis, examined whether these differences are observable in Greece. Greece is a country with the typical characteristics of a Continental Europe corporate governance system. The results were compared with the reported characteristics of Anglo-Saxon countries. The study analyzed data over a period of 6 years (2001-2006). The 60 firms largest, in terms of capitalization and free float, were used. Results: The major factors that affect the remuneration disclosure were the adoption of mergers and acquisitions as the method to expand firm’s size, the investments risks that the firm is willing to take, stock market capitalization, board of directors size, capital to sales ratio, number of independent board of directors member dismissals and the quality of corporate governance. These differences were significantly different than the ones reported for Anglo-Saxon countries. Conclusion: The study had proven that remuneration disclosure levels in Greece are defined by a different set of factors than the ones in a typical Anglo-Saxon country. Policy and regulation makers should take into account these differences and not adopt isomorphic approaches to different problems and situations.

We review the basic information requirements for compliance with the Sarbanes-Oxley Act (SOX) and the OECD’s Principles of Corporate Governance (CG). The fundamental proposition of the paper is that information flow is a critical factor for the CG success or failure and information flow is dependent on the information system that the firm is using. The flaw is not the technology itself but in Enterprise Systems’ design. This analysis reveals that corporate governance principles cannot be implemented without the implementation of modern enterprise systems that can secure disclosure and transparency. Information dissemination and information control are essential to comply with SOX and OECD principles.

Capital structure, especially in the cases of the countries that belong in the Continental Europe system of Corporate Governance has a significant impact on the way that the firm is structured, organizationally, strategically and functionally. The decision to use the capital market or debt in order to obtain the necessary capital to finance firms’ operations is a critical factor for the formulation of corporate environment, because it contributes to the ownership concentration or diffusion and to corporate risk exposure level. Debt aggravation is measured by the ratio “Debt to Equity”. Panel data methodology is used. The hypothesis that are tested: a) is debt aggravation affected by the quality of corporate governance, the structure and composition of the Board of Directors, firm’s size, and other factors, b) are the factors that affect debt aggravation in Greece the same with the ones that are delineate in the literature for the Anglo-Saxon countries. Debt aggravation is statistically affected by performance, organizational structure and firm size. These findings are compatible with the literature. The innovative finding is that variables like Corporate Governance Index (CG), Mergers and Acquisitions (Merger), Major shareholder is the CEO (OWNCEO) and den dismissal or resignation of, executive, non executive (BDIS_P) and independent members of the Board of Directors are not statistical important. Corporate Governance does not seem to have any statistical important impact on capital structure and this conclusion is the opposite of the relevant studies of Shleifer and Vishny (1997) and Vilanova (2007). Greek firms seem to favor debt as a mean of finance, instead of capital-share issues.

During the last few years minority shareholders have suffered many shocks. Their rights and options were compromised. New legal and regulatory initiatives have failed to establish stability and trust on the mechanisms and contracts that are essential for organizational and market stability. The paper cites the basic rights of minority shareholders and analyzes the feasibility of their protection and enforcement. Minority shareholders are, in essence, without any choices or the choices that they have to rely on are the will and faculty of the dominant group (managers in the case of the Anglo-Saxon countries and major shareholders in Continental Europe countries).

It is the first paper that fully analyzes the disclosure status (legal and practical) through corporate web sites in Greece. The paper proposes that transparency and disclosure status should become a key performance indicator for the quality of management and for the quality of information released by the firm. The hypothesis is that disclosure of information, as a measure of corporate governance quality, should have a strong relation with firm performance. The paper seeks to establish a connection between the newly enforced IFRS and Corporate Governance in Greece by examining information disclosure of listed firms in their corporate sites on the Internet (WWW). Both initiatives (IFRS and CG reforms) have a common ground and that is the disclosure of information as they both advocate that a firm must release all material information to the shareholders and other stakeholders. This paper tries to find the impact of these initiatives in promoting transparency and accountability in Greek listed firms. The paper seeks to find the relationship between performance-corporate governance and information disclosure so that academics, practitioners, vendors and managers can formulate principles, strategies and practices to enhance the level of corporate governance and firms’ communication with the stakeholders. The basic driver for the paper is the OECD’s principles (2004) of Corporate Governance and the fact that all the major documents and research for the issues of CG are related, directly or indirectly, with the disclosure of information. The problem is determination of which information is necessary or mandatory to participate in management or to control the decision and actions of the controlling stakeholder and at what cost-channel of dissemination or format?Bhimani and Soonawalla (2005) argue that disclosure is a corporate responsibility. Information is the necessary basis for the decision making process and accountability. The basic anti-motives for disclosure are the costs of disclosure, the loss of competitive advantage (Welch and Rotbarg, 2006; Makadok, 2003), the security of information (Burns, 2001) and the rigidity of corporate functions. Internet has some advantages (low cost, directness of information, accessibility, rich format and the capability to connect directly with the Enterprise System) that make it the most appropriate mean of corporate information dissemination.The corporate web sites of 294 Greek listed firms have been reviewed in order to identify whether there is adequate information for a shareholder or a potential investor to take a rational decision. Twenty nine (29) information issues were identified and used. Four broad categories of information were identified: namely, general information for the firm (eleven issues), financial information (nine issues), Board of Directors (BoD) composition (six issues) and General Shareholders’ Meeting (GSM) information (3 issues). A cluster analysis is used to find commonalities of disclosure among the firms or commonalities of disclosure among the variables used. The sample was divided in groups according to: a) Capitalization (60 biggest with the rest) and b) Median of performance measurement (ROA, ROE, Tobin’s Q). A correlation matrix has been calculated.To further examine the relation between financial performance and disclosure the authors have divided the sample using cluster analysis and independent sample t-test was used to test the hypothesis of the same mean between the clusters. Two sets of controls have taken place. The first set is used to examine the relation of disclosure with financial performance. The second one examines the opposite relation of financial performance with disclosure status.The results of the data analysis show that Greek firms are disclosing only the mandatory (by law) information. They do not release, voluntary, information, especially, information about the decision making process, the evaluation of the management team. Information dissemination (disclosure) transparency is not related with financial performance. The paper is a first step in identifying the drivers of enhancing disclosure regimes. Further research should be done for the relationship between disclosure and ownership, disclosure and market volatility, etc.

Legal initiatives have a significant impact on the inner and outer corporate environment. Recent scandals and developments have triggered a wave of regulative and voluntary initiatives to improve corporate governance (CG) quality. The legislators legislate, but how feasible, effective is the implementation of these laws and how congruent with the countries characteristics is under doubt. The paper argues that the Greek Law on Corporate Governance had no effect on the fundamental elements of the corporate environment. Seven hypotheses are test using three different econometric methodologies (Panel data, Probit and Ordinal Probit Regression) are used. The legalistic approach drives the corporation to a mechanistic compliance and hence looses the freedom to make innovative decisions (Donaldson, 2003) or create costs that do not have a positive impact on financial performance, organizational stability, etc. The paper pinpoints the legal disarrays and their impact on the firm and argues that there is a need for a new set of principles and laws that focus on the real issues of corporate governance rather than the size, structure and leadership of the administrating bodies or the disclosure mechanisms.

The corporation environment is a battlefield. Key players are competing to gain power and control. The paper aims to analyze the power and control function within the firm. To do that three basic clusters of people (CEO/Management, Board of Directors, General Shareholders’ Meeting) are recognized and analyzed. The analysis takes place using five categories (goal/scope/interest, Strategy, Allies, Foes, Tools, Instruments, Weapons and Preferable Environment). The authors take into account the legal and regulatory framework (corporate law, corporate governance law and codes), the codes of ethics, good practices, principles of corporate governance (OECD, 2004) the market’s needs because they are basic drivers and regulators of how the delegation of power and control takes place and how balance is established. The paper shows that power and control is concentrated, legally, at the top of the organizational pyramid, but in reality the only cluster that has the ability (well formulated strategy, tools and allies) to enforce its will on others is the CEO/Management Cluster.

Duality of the role of President of the Board of Directors (BoD) and CEO has been regarded as a good practice of corporate governance. These two roles are the ones with the most power an authority within the corporation. The paper depicts the formulating factors of duality of roles in Greece. Literature has linked duality with performance, organizational stability, ownership concentration and balance of power and control within the firm. The paper, using a Probit regression analysis, examines whether these relationships are valid in Greece. Statistical – econometric analysis has shown that financial performance is not related with concentration of power and control. The same conclusion is can be drawn for ownership concentration. There is a trend of change but this trend hasn’t the same dynamic or driving factors as the ones that are reported by Kirkbride and Letza (2002) and Muth and Donaldson (1998). The hypothesis posed by Heracleous (2001) and Baliga, Μoyer and Rao (1996) are more likely to be true in the case of Greece. Overall, duality in Greece is affected by the historical development of the firm, its organizational scheme and even more by the balance of power and control within the firm.

PurposeThis paper seeks to establish a benchmark for the evaluation of the quality of corporate governance (CG) and to detect the factors that affect it in Greece.Design/methodology/approachAn index of corporate governance quality is constructed using binary variables. Data from annual reports are used to identify the mechanisms and practices of corporate governance. An ordinal probit model is used to identify the drivers of corporate governance.FindingsCG quality in Greece is quite low, in terms of international best practices. The main drivers of CG quality are firm size, leadership or power concentration and board characteristics. Greek firms' CG quality depends mainly on the balance of power within the firm, rather than performance or market for corporate control.Research limitations/implicationsData for the constructed index have been collected from the annual reports, and not from questionnaires.Practical implicationsThe study provides evidence that there is a different set of factors that affect CG quality from those in Anglo‐Saxon countries. The paper addresses the issue of the relevance of proposed CG mechanisms to real CG problems. By identifying the factors that have an impact on CG quality, policy makers can focus on them to create a legal‐regulatory framework that can improve the level of CG.Originality/valueThe paper not only measures CG, but pinpoints its formulating factors as well. Furthermore, the need for new benchmarking tools to address the fundamental elements of the corporate environment (i.e. ownership concentration, the lack of a market for corporate control, etc.) in continental Europe is highlighted.

Corporate Governance (CG) and Enterprise Systems (ESs) have attracted a great deal of attention from academics and practitioners. Financial scandals (Enron, WorldCom, etc.) and information system breakdowns are common nowadays. This paper argues that these failures are closely correlated. It shows the correlation and makes some suggestions about how the information systems should be designed and implemented and how corporate governance can benefit from the new design approach. Regulation, voluntary codes and good practices as a motive for adopting new systems (organisational and informational) play a crucial role in selecting the course of action and strategy. The synergies between CG and ESs can lead to a more stable corporate environment and improved organisational performance.