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Purpose: This paper aims to explore the current trends in corruption and investigate the characteristics of corporate gift policies and their role in preventing bribery. Design/methodology/approach: This is a descriptive study based on primary data from a recent sample of Canadian companies' codes of conduct and secondary data from recent corruption surveys published by non-governmental organisations. Findings: This study shows that 25% of all private and public corruption cases generate financial damages of more than US$1m per case and that 50% of all investigated fraud cases are corruption cases (ACFE, 2022). Furthermore, the Western Europe and EU region is perceived as least corrupt, whereas Sub-Saharan Africa is perceived as the most corrupt region (Transparency International, 2022). However, bribery is fairly common in nine EU countries where 10% or more of public service users bribed public officials to influence their decisions (Transparency International, 2021). Results from primary data show that 9.3% of firms put a total ban on gifts given to governmental officials, whereas 35.2% require a superior's approval and only 5.5% state a dollar limit for the gift. Results also show that not a single firm prohibits the giving of gifts to non-governmental stakeholders or the receiving of gifts from any type of stakeholder. This paper argues that gifts can bias the recipient's judgement and improperly influence future business decisions based on the gift's subjective value, nature and context. Research limitations/implications: This paper extends previous research by examining the characteristics of corporate gift policies. It also helps organisations improve their gift policies in an effort to reduce corruption. Originality/value: It is the first paper to investigate the characteristics of corporate gift policies and their role in preventing corruption. [ABSTRACT FROM AUTHOR]

Copyright of Revista Foco (Interdisciplinary Studies Journal) is the property of Revista Foco and its content may not be copied or emailed to multiple sites or posted to a listserv without the copyright holder's express written permission. However, users may print, download, or email articles for individual use. This abstract may be abridged. No warranty is given about the accuracy of the copy. Users should refer to the original published version of the material for the full abstract. (Copyright applies to all Abstracts.)

The incorporation of corporate governance (CG) in Indonesian society necessitates consideration of the socio-cultural values that exist and evolve within individual lives. The foundation of the Indonesian state, Pancasila, embodies the socio-cultural ideals of the Indonesian people. The five CG-relevant Pancasila principles are divinity, human rights, nationality, leadership, and social welfare. Pancasila corporate governance (PCG) is CG that incorporates Indonesian cultural values. The association between PCG and firm value (FV) is investigated in this study. Up to 66 samples were collected for the years 2009 through 2018 after the sample was chosen based on specific criteria. The declaration of the five Pancasila principles serves as a proxy for PCG. Tobin's Q serves as a gauge for a company's worth. Multiregression analysis was employed in data analysis. This study concluded that while nationality and divinity had no effect on FV, human rights, leadership, and social welfare did have a substantial impact on FV. The single most important factor in the creation of corporate governance is the national culture and values. It stems from national cultures and beliefs that permeate the community and have an impact on relationships within it. It is expected to be a norm in the neighborhood. [ABSTRACT FROM AUTHOR]

The discussions of organizational politics and processes of organizational adaptation have developed as largely independent streams of work. However, we suggest that organizational politics—in particular, the power dynamics of the dominant coalition—can be a driver for patterns of both "continuity and change" within organizations. Continuity is maintained by two inertial forces. First, a corporate strategy that conforms to the interest of the dominant coalition will tend to reinforce the power of that dominant coalition—an entrenchment effect. Second, even organizational units that were not initially part of the dominant coalition adapt their policies to that corporate strategy and, as a consequence, may come to support this status quo strategy. However, the political dynamics within the organization can also facilitate strategic change because shifts in the environment can alter the power structure of the organization, resulting in a new dominant coalition with a different agenda. The underlying basis is that organizations are multilevel systems in which subunits adapt to the organization's strategy, and that strategy, in turn, adapts to the subunits' current policies. We find that a self-interested political process can help "unfreeze" the alignment between subunit policies and an organization's strategy in a changing environment, facilitating a more timely adaptive response than a strategy process based on the perceived collective interest of the organization as a whole. However, under high levels of goal conflict among subunits, coalitional power inhibits, rather than facilitates, adaptive change because of the entrenchment effect of power. Supplemental Material: The online appendix is available at https://doi.org/10.1287/orsc.2022.16995. [ABSTRACT FROM AUTHOR]

Synopsis The research problem This study examines whether international trade friction has an impact on firm disclosure tone. Motivation The past two decades have witnessed a large amount of trade friction worldwide. Under this background, the impact of trade friction on microenterprises is of great concern to researchers. Previous studies have shown that trade friction is related to firm operating or financial activities such as performance, investment, stock prices, loan financing, and employment. However, there are no published papers about how trade friction impacts the disclosure behaviors of firms subject to the friction. This study attempts to fill this void by investigating whether firms manage disclosure tone when they are subject to trade friction. The test hypotheses We test two competing hypotheses in this study. Our first hypothesis is that firms impacted by trade friction increase the positive tone of their information disclosure. Second, firms impacted by trade friction decrease the positive tone of their information disclosure. Target population This study should be of interest to firm managers, investors, creditors, and policy makers. Adopted methodology Ordinary least squares regressions and archival data. Analyses We conducted this study by using a sample of listed firms in China. Over the past two decades, China has been the world's largest country subject to trade frictions. In addition, China's weak institutional environment and language habit provide an ideal setting for this study. Firm disclosure tone is measured as the frequency difference between the positive and negative words scaled by total words in an annual report. We tested whether there is a positive/negative association between trade friction and firm disclosure tone. Findings We find that firms strategically increase their positive tone in annual reports when they are subject to trade friction. Further analyses reveal that the impact of trade friction on disclosure tone is more pronounced for smaller firms, firms with more financial constraints, and firms with less analyst following. In addition, this impact is attenuated when firms have stronger corporate governance. Finally, we show that using more positive tones help firms subject to trade friction improve short-term market valuation, obtain more bank loans, and have lower cost of debt. [ABSTRACT FROM AUTHOR]

Democracies in the Indo-Pacific are facing an increasingly competitive and securitized environment, as China turns more assertive and the US-China rivalry escalates. Disruptions include uncertainty about the global economic order, technological decoupling, an arms race amidst intense hot spots, an economic security spiral, and larger systemic risks around climate change, AI governance, etc. Countries such as Japan and Korea are actively responding to these risks through a strategic approach to economic security and increased defense spending, active alliance development, and parallel continued investment in global institutions and dialogue. Canada must be jolted out of its-business-as-usual approach and take a cue from its closest partners in Asia. This includes investing rapidly in its security (2% of defense over GDP) and the creation of an economic security council under the Prime Minister. Canada should also join its key partners in effectively investing in key global institutions in times of crisis. [ABSTRACT FROM AUTHOR]

The global health regime is caught in a paradox, whereby connecting "human" to "(inter)national" security to prevent the spread of infectious diseases unwittingly introduces into this complex and expertise-reliant domain of "low politics" the notion of "sovereign decisionism"—states' prerogative to identify a threat and counter it with exceptional measures that may in turn constrain their ability to unilaterally securitize disease. This article introduces an analytical framework presenting three pathways through which state leaders with different conceptions of sovereignty and varying constraints on their legitimacy among their domestic audiences may nevertheless securitize policy domains traditionally considered as falling within the scope of sub-state "low politics." Two of the pathways begin with scientific objectivation rather than politicization, and one trades power concentration for collaboration with sub-state and global authorities. I then compare the Canadian and American responses during the first wave of the coronavirus pandemic to uncover how these contextual factors disposed Donald Trump to politicize COVID-19, while Justin Trudeau emulated the World Health Organization's securitization of the virus without centralizing state powers. [ABSTRACT FROM AUTHOR]

Background: The research on corporate governance and firm risk is of paramount importance from an economic standpoint, primarily due to its significant influence on company performance and stability. Effective corporate governance can play a pivotal role in mitigating corporate risks. Purpose: This study aims to investigate the impact of many factors related to corporate governance (such as board size, board independence, board meetings, board gender diversity, audit size, audit independence, audit meetings, audit quality, institutional ownership, and largest ownership) and earnings management on company risk. Furthermore, earnings management factors play a role in the connection between corporate governance and firm risk. Design/methodology/approach: The study employed a sample of three companies with the highest assets and three with the lowest assets from each sector listed on the Indonesian stock exchange throughout 2020-2022. For testing purposes, this study uses panel data and moderated regression analysis. Finding/Result: These findings show that several factors impact firm risk, including board meetings, board independence, discretionary earnings management, audit size, audit independence, institutional ownership, and largest ownership. Earnings management can mitigate the impact of audit attributes on corporate risk. Furthermore, studies have shown that earnings management plays a crucial role in reducing the influence of ownership structure on firm risk. Conclusion: The research results show that several proxies of corporate governance are able to reduce company risk. Earnings management further moderates the influence of these factors. Originality/value (State of the art): This research investigates the relationship between firm risk and a broad range of internal governance traits. It is important to note that only a few studies in the literature have examined this relationship because investors are concerned about return volatility, which is a gauge of a company's risk. This research can encourage improvements in corporate governance policies. Managers can use research findings to identify weaknesses in existing governance practices and develop more effective policies for managing risks associated with earnings management practices. [ABSTRACT FROM AUTHOR]

As climate change increasingly challenges business models, the disclosure of firm environmental performance casts growing attention by corporate stakeholders. This creates wider opportunities and incentives for greenwash behaviors. We propose a novel set of measures to capture greenwashing and we investigate the association between greenwashing and corporate governance features that traditionally mitigate agency problems. We show that board characteristics are variously associated with the apparent degree of corporate greenwashing. Firms with more independent directors tend to greenwash more, the presence of female board directors seems to have a positive impact on the degree of greenwashing, while the effect of board size on greenwashing remains ambiguous. Importantly, we find that greenwashing reduces firm value. [ABSTRACT FROM AUTHOR]

Conducting comparative country-based case studies of the US, the UK, and Australia over a twenty-four-year period and employing discursive and linguistic lenses, this paper scrutinizes the historical development of the founding principles of corporate governance. We aim to interpret and study the underlying meanings of public accountability within the policy discourses and hybridization patterns to explain the manifold 'doomed to fail' attempts in the integration of the essence of integrated thinking and reporting into the core of the business and corporate governance. Drawing on critical discourse analysis (CDA), the study reveals how the continued privileging of the isolated economic-based accountability agenda, coupled with the marginalization (or absence) of other logics of accountability, is distortedly normalized over time. The findings uncover traces of resistance to recognition, ineffective attempts to compromise, and selective coupling strategies at the macro level of corporate governance policy-setting as responses to the competing accountability logics. This study contributes toward disentangling the complex relationship between multiple and competing (dominant) logics of accountability, and classical liberalism (and neoliberalism). The study contributes to contemporary social dialogues regarding structural reforms in search of a corporate governance manifesto that enables an effective operationalization of the intended goals of integrated thinking and reporting. [ABSTRACT FROM AUTHOR]

This essay examines the impacts of global food crises on rural social movements (RSMs) and recalls the context of the capitalism in crisis within which their resistance efforts are situated. It reviews key areas of RSM action: building alternative practice, deconstructing dominant narratives, boosting organizational strength, deepening political education, mobilizing to win battles that impact peoples' livelihoods, expanding convergence among movements, and reclaiming governance from corporate capture. It suggests that the transformative potential of this multitude of activities might be further sharpened by setting them within a long-term strategy of contrasting and progressively supplanting the capitalist mode of organizing the economy and society. [ABSTRACT FROM AUTHOR]

This study utilizes data from Chinese A-share listed companies from 2014 to 2022 to theoretically analyze and empirically test the governance effect of ESG assurance on corporate greenwashing behavior, as well as the role played by the legal environment and management shareholding in this context. The impacts of ownership and the governance mechanism of ESG assurance on corporate greenwashing behavior are also explored. This study employs text mining, OLS, PSM, IV-LIML, treatment effect models, feasible generalized least squares, placebo tests, bootstrap methods, etc., to conduct empirical analysis and conclude the following results: ESG assurance has a significant inhibitory effect on corporate greenwashing behavior, playing a crucial role in resource allocation, particularly in non-state-owned enterprises. The legal environment has a certain substitution effect on ESG assurance in inhibiting corporate greenwashing behavior, meaning that when the legal environment is weak, ESG assurance is more effective in curbing such behavior. Management shareholding also has a certain substitution effect on ESG assurance in inhibiting corporate greenwashing behavior, indicating that when management shareholding is low, ESG assurance is better at curbing such behavior. Further research reveals that corporate ESG performance plays a mediating role between ESG assurance and corporate greenwashing governance. This article provides policy references and empirical evidence for strengthening ESG assurance and enhancing corporate ESG performance and greenwashing governance to promote high-quality corporate development. [ABSTRACT FROM AUTHOR]

Illegal and irregular behavior restricts the development of listed companies. Digital technology provides new opportunities for corporate governance, including the management of corporate violations, and companies are utilizing the "digital express" to achieve organizational restructuring and innovations in governance. In this study, the aim was to clarify whether digital transformation can disincentivize corporate violations in an environment where legal constraints remain inadequate. Therefore, samples of China's A-share-listed companies were used from 2013 to 2022, including a fixed-effects model to explore the impact of digital transformation on corporate violations. In this study, digital transformation is identified as significantly curbing the incidence of corporate violations. The moderating mechanism test shows that audit quality, analyst attention, and negative media reports all strengthen the inhibitory effect of digital transformation on corporate violations to varying degrees. Heterogeneity analysis identifies that the inhibitory effect of digital transformation on corporate violations is more pronounced in non-SOEs, large firms, and the manufacturing sector. In this study, the inhibitory effect of digital transformation on corporate violations is revealed, and the relevant literature on digital technology in the field of corporate governance is enriched, providing empirical references to promote the digital construction and healthy and compliant development of commercial enterprises. [ABSTRACT FROM AUTHOR]

Guaranty Trust Bank (GTB) PLC, a wholly Nigerian business enterprise, founded in 1990, blazed the trail in the banking sector of Nigeria in many respects. By 1995, it had become the fourth most profitable bank in Nigeria and the first indigenous bank to attain a profit-before-tax of one bn naira, and by 2002 had expanded into several West African countries. The significance of the bank is attested by several scholarly studies of its founding, growth, performance and impact. This paper examines a neglected aspect of the history of the bank: its successes and failure in complying with standards of corporate governance and business ethics in a notoriously opaque industry. Specifically, it focuses on the GTB's relations with statutory regulatory bodies – the Central Bank of Nigeria (CBN) and the National Deposit Insurance Corporation (NDIC) – as well as its shareholders, who kept the bank on its toes on matters of its business operations. Relying on previously unexploited sources, including minutes of the bank's board of directors, annual reports and oral evidence provided by members of the board, management and staff, and former top employees of the bank, as well as snippets from the reports of the regulatory bodies (which are not to be cited), this paper highlights issues raised by stakeholders about how the bank managed its affairs, and how it dealt with the queries and questions raised by the external regulators and internal stakeholders in the first 15 years of its existence. [ABSTRACT FROM AUTHOR]

Purpose: This study aims to empirically examine the impact of internal corporate governance mechanisms (ICGM) related to the size of the board, board composition, CEO duality and audit committee independence as a single metric on a firm's investment decisions. Design/methodology/approach: This study attempts to develop an internal corporate governance quality index comprising 10 items under four main ICGMs – size and independence of the board, CEO duality and audit committee independence – employing panel data analysis to investigate its impact on the investment decisions in 301 nonfinancial firms listed in six emerging capital markets in the Gulf Cooperation Council (GCC) member countries for the years 2015–2020. Data were extracted from sample companies' websites, stock markets, annual reports and Refinitiv database. Findings: This study provides convincing evidence that effective ICGMs minimize inefficient investment and ultimately boost investment efficiency. The findings remain consistent even after considering the potential endogeneity bias. Originality/value: This study provides empirical evidence on investment efficiency in the GCC region and emphasizes the importance of high-quality ICGMs in reducing inefficient investment. By examining the impact of ICGMs on investment inefficiencies, this study contributes to the corporate governance literature. The GCC region's unique economic and social contexts, with its growing economies, are considered to shed light on this issue. [ABSTRACT FROM AUTHOR]

Purpose: The purpose of this paper is to study how CEO power impact corporate tax avoidance. In particular, this paper aims to empirically examine the moderating impact of institutional ownership on the relationship between CEO power and corporate tax avoidance. Design/methodology/approach: The multivariate regression model is used for hypothesis testing using a sample of 308 firm-year observations of Tunisian listed companies during the 2013-2019 period. Findings: The results show that CEO power is negatively associated with corporate tax avoidance and that institutional ownership significantly accentuates the CEO power's effect on corporate tax avoidance. This implies that CEOs, when monitored by institutional investors, behave less opportunistically resulting in less tax avoidance. Practical implications: Our findings have significant implications for managers, legislators, tax authorities and shareholders. They showed that CEO duality, tenure and ownership can mitigate the corporate tax avoidance in Tunisian companies. These findings can, hence, guide the development of future regulations and policies. Moreover, our results provide evidence that owning of shares by institutional investors is beneficial for reducing corporate tax avoidance. Thus, policymakers and regulatory bodies should consider adding regulations to the structure of corporate ownership to promote institutional ownership and consequently control corporate tax avoidance in Tunisian companies. Originality/value: This study differs from prior studies in several ways. First, it addressed the emerging market, namely the Tunisian one. Knowing the notable differences in institutional setting and corporate governance structure between developed and emerging markets, this study will shed additional light in this area. Second, it proposes the establishment of a moderated relationship between CEO power and corporate tax avoidance around institutional ownership. Unlike prior studies that only examined the simple relationship between CEO power and corporate tax avoidance, this study went further to investigate how institutional ownership potentially moderates this relationship. [ABSTRACT FROM AUTHOR]

Corporate governance (CG) is one of the most sought after areas of research globally. This paper employs a corporate governance index (CGI) formulated from the KING III and IV reports to examine the link between corporate performance and the quality of CG and corporate social responsibility (CSR) of SA REITs listed on the Johannesburg Stock Exchange (JSE). The CGI index is created from King III and IV to measure the compliance of 33 SA REITs listed on the JSE as of January 2023. These REITs are assessed from 2013. The empirical investigation using multiple correspondence analysis (MCA) reveals that CG practices have a positive influence on firm performances measured by TSR (such as total share return). The results imply that CG's standard principles influences the firm performance of SA REITs with a higher magnitude. The CSR index is created from the King reports, and the MCA was also used. This indicates that an SA REIT that complies with CSR regulations will improve returns. [ABSTRACT FROM AUTHOR]

Fit is an essential consideration for organizations, and extensive research has explored its various types. We build on and extend fit research by advancing an important form of fit—organization‐investor (O‐I) fit, which reflects the compatibility between an organization and its investors. We argue that investors tend to be attracted to organizations whose preferences already "fit" their own and, in so doing, provide a relational perspective to the corporate governance literature that often views the relationship between investors and organizational managers as purely transactional. We focus on the fit of one of the most important factors shaping both organizational and investor behavior––temporal preferences. Specifically, we argue that investors are attracted to firms that fit with their temporal preferences and that high O‐I fit leads to better organizational performance. We tested our hypotheses in a longitudinal archival study of S&P 500 firms and supplemented these findings with two experiments. Together, we find strong support for our hypotheses. Our study showcases the critical role of O‐I fit in shaping the makeup of an organization's investors and its subsequent performance, suggesting the value for scholars, managers, and investors to consider the mutual benefits offered by fit in these relationships. [ABSTRACT FROM AUTHOR]

This paper investigates the relationship between internal audit effectiveness, corporate governance attributes, and sustainable financial reporting quality within Tanzanian commercial banks. Grounded by agency cost theory to provide new insights into the determinants of financial reporting quality in a developing country context. A cross‐sectional and correlational research design was employed, utilizing a structured questionnaire distributed to 150 respondents across a representative sample of Tanzanian commercial banks. Data analysis was conducted using multiple linear regression techniques, with comprehensive diagnostic tests to ensure the robustness of the findings. The results indicate that larger board sizes and proactive board role performance significantly enhance financial reporting quality, reflecting the importance of strong governance structures. Board independence showed a significant impact on financial reporting quality, suggesting that board independence with active engagement contributes to financial reporting quality. Internal audit quality also emerged as a critical predictor of reliable financial reporting, underscoring the role of internal audit in promoting transparency and accountability. These findings contribute to the ongoing debate in corporate governance literature by providing evidence from a developing country perspective, highlighting the nuanced roles of governance and audit in shaping financial reporting quality. This study fills a key gap in the literature by focusing on the Tanzanian banking sector, offering practical recommendations for policymakers and practitioners aimed at enhancing the integrity of financial reporting. Policymakers should emphasize board independence and the active involvement of board members and strengthen internal audit functions to improve reporting transparency and accountability. [ABSTRACT FROM AUTHOR]

The research aims to analyze the influence of Chief Executive Officer (CEO) power factors on corporate social responsibility (CSR) disclosure by listed companies on the Vietnamese stock market. To examine the relationship between CEO power and CSR disclosure (CSRD), our study used the generalized method of moments (GMM) estimation method with panel data from 210 listed companies on the Vietnamese stock market during the period 2015–2022. The research results indicate that factors such as duality, tenure, share ownership, and CEO compensation reduce the level of CSR disclosure by companies. On the other hand, CEO education and age show a positive relationship with disclosure level. The empirical results of this study provide a solid foundation for managers to establish effective corporate governance mechanisms and enhance the quality of sustainable reporting by companies. [ABSTRACT FROM AUTHOR]

Copyright of Environmental & Social Management Journal / Revista de Gestão Social e Ambiental is the property of Environmental & Social Management Journal and its content may not be copied or emailed to multiple sites or posted to a listserv without the copyright holder's express written permission. However, users may print, download, or email articles for individual use. This abstract may be abridged. No warranty is given about the accuracy of the copy. Users should refer to the original published version of the material for the full abstract. (Copyright applies to all Abstracts.)

We examine how nationalism influences governance choice in cross-border collaborations. While nationalism has historically been within the purview of political scientists, we demonstrate its relevance to management scholars by theorizing how nationalist attitudes and behaviors among decision-makers might shape strategic decisions about collaborations with foreign partners. Drawing on insights from the social psychology literature, we theorize how two attitudes commonly associated with nationalism, that is, lower levels of trust and an unwillingness to work with foreigners, may increase decision-makers' concerns about opportunistic behavior and invasiveness in cross-border collaborations. Integrating these insights into two key theories of governance choice—transaction cost economics (TCE) and resource dependence theory (RDT)—we derive two competing effects of nationalism: TCE suggests that a heightened concern about opportunistic behavior will make equity alliances preferable, whereas RDT predicts that a greater sensitivity to invasiveness would prioritize non-equity alliances. Examining 11,469 cross-border collaborations over a 25-year period, we find, in line with the RDT-based prediction, that firms from countries with stronger nationalist sentiments prefer non-equity alliances. We also find that cross-country dissimilarities and prior conflict between the firms' home countries strengthen this negative association. Our findings advance research on cross-border collaborations by demonstrating why and when nationalism may influence governance mode choice. We also contribute to efforts to establish nationalism, specifically in the form of nationalist sentiments, as an important theoretical concept within the management literature. [ABSTRACT FROM AUTHOR]

Despite increasing attention to gender diversity on corporate boards, we have only limited understanding of what occurs within the boardroom when women are present. Prior empirical research has used various theories to infer how board gender diversity may influence firm outcomes, but without identifying the theoretical mechanisms underlying women directors' influence on the board. To address this gap, we conducted interviews with women and men who have collectively served as directors with over 200 publicly listed companies in the United States and Europe. While prior research has suggested that the diverse cognitive perspectives women directors bring influence board decision-making, our study reveals novel insights as to the underlying mechanisms. Specifically, we contribute to the board gender diversity literature with the finding that women behave in ways contrary to existing board norms. By coming to board meetings highly prepared, being willing to acknowledge that they do not know something, asking questions, and getting things on the table, women impact the dialogue and interactions in the boardroom. Thus, our study sheds light on how the presence of women influences board dynamics, which has implications for corporate governance. Our findings also challenge prevailing gender theories as to how women are likely to behave, in that we do not find that women conform to gender stereotypes. Yet, we also find impediments to women directors' ability to gain influence, in that men directors may not always acknowledge them or afford them respect as equal board members. [ABSTRACT FROM AUTHOR]

Based on the work conducted with a Nexus-centred network of scholars and practitioners (HDP LAB SYNEX4 Future), an overview is offered of the literature on regime complexity to analyse origins and evolution of the Triple Nexus multilateral approach to the governance of compound humanitarian-development-security crises. The identification of the main institutional features of the UN-orchestrated Nexus policy concept highlights its potential as an innovative attempt at global experimentalist governance. This analysis of the nexus-based approach of the United Nations (UN), the European Union (EU) and the World Bank Group (WBG) in three pilot countries – Cameroon, Myanmar and the Democratic Republic of Congo (DRC) – demonstrates that, while coordination has increased, the agency of local communities remains limited and major impediments hinder the inclusion of the peace dimension, an area where separate initiatives by non-Western regional organisations have also stalled. Progress will necessarily depend on the ability of Nexus actors to develop its bottom-up and participatory components, and to improve coordination within the group of like-minded donors who share a clear commitment to a human rights-based, inclusive and prosperous future. [ABSTRACT FROM AUTHOR]

Equity compensation is granted out of an equity incentive plan that must be approved by shareholders and cedes discretion over equity grants to boards of directors. We predict and find that equity plan proposals give boards more discretion over grants when the firm faces greater labor market forces and more volatile stock returns. When examining votes, we find that shareholders are less likely to support plans with abnormal discretion. We also find that boards with more discretion grant more equity in response to stock price declines. Lastly, we find that boards request additional shares when their ability to grant equity is more constrained by a smaller pool of available shares, and when they plan to increase equity grants. Overall our findings illuminate how firms balance needs to respond to labor market pressure and volatile operating environments against shareholder governance and oversight of equity compensation. [ABSTRACT FROM AUTHOR]

This study provides the first comprehensive examination of gender quota legislation for executive management positions, executive gender quotas (EGQs), in Icelandic listed companies, alongside the general public's attitudes toward such measures. Iceland has been a global leader in gender equality, according to the World Economic Forum, for 15 years, yet progress in achieving gender balance in executive positions remains limited. This research aims to explore how board members in all listed companies in Iceland view EGQ legislation and assess the level of public support for such legislation. Despite the implementation of gender quota legislation for corporate boards, board gender quotas (BGQs), in 2010 aimed at promoting gender balance, significant gender disparities persist at the executive management level. This study reveals distinct attitudes toward EGQs, with men predominantly opposing such legislation and women showing more support, particularly when progress toward gender balance is seen as inadequate. The findings underscore the importance of ongoing dialogue and potential legislative actions to address persistent gender inequalities in leadership positions. This research marks a novel contribution to the discourse on gender quotas in corporate governance, highlighting the need for systemic changes to achieve genuine gender parity in executive management teams. This study presents the first findings on the views of board members and the public on gender quota legislation in executive management positions to close the gender gap in economic participation. [ABSTRACT FROM AUTHOR]

This study aimed to shed light on the contribution of analytical procedures (APs) to supporting corporate governance. This was achieved through a field study in which a questionnaire was created and disseminated to a random sample of external auditors in Algeria. The data collected underwent analysis using the SPSS. The study concluded that APs play a crucial role in bolstering corporate governance by analyzing the company's continuity capability and identifying financial problems facing the companies. In addition, APs enhance the quality and efficiency of external auditing, especially considering auditing as one of the key mechanisms that support corporate governance. [ABSTRACT FROM AUTHOR]

Purpose: Ethiopia has enacted laws on transparency and disclosure of information in state-owned enterprises (SOEs). However, these laws are not strict enough, with the transparency and disclosure practices disappointing in the country. Thus, this study aims to investigate the legal framework governing transparency and disclosure in SOEs. Design/methodology/approach: This study uses doctrinal, qualitative and comparative approaches. Domestic legal texts are appraised based on the organization for economic co-operation and development Guideline on Corporate Governance of State-owned Enterprises, the World Bank Toolkit on Corporate Governance of State-owned Enterprises and best national practices. This approach has been further corroborated by qualitative analysis of the basic principles of transparency and disclosure. Findings: The finding reveals that the laws on transparency and disclosure do not comply with global practices and are inadequate to ensure transparency and discourse in SOEs. They fail to establish appropriate disclosure frameworks and practices at the SOE and state-ownership entity levels. They also indiscriminately subject enterprises to multiple auditing functions and conflicting responsibilities. Originality/value: To the author's knowledge, this study is the first legal literature on transparency and disclosure in Ethiopian SOEs. This study assists the state as owner in reforming the laws and uplifting SOEs from their current unpleasant condition. It can also become a reference for future research. [ABSTRACT FROM AUTHOR]

The present study investigates whether CEO initial tenure is essential in establishing CSR practices. In further analysis, we contemplate the consequences of CEO's initial service tenure CSR engagement. Our analysis is based on the sample of Chinese-listed firms from 2009 to 2019 periods—the research study used a fixed-effect panel approach for analyzing the dataset. A two-stage-least square test is then used to address the endogeneity problem. The study's findings manifest that CEO tenure is negatively and significantly associated with CSR practices. In an additional analysis, the study reveals that CEOs have more significant career concerns in the initial service period than afterward in their later service period. Therefore, CSR practices increase in CEO's initial service tenure. Moreover, the study documented that the CEO's CSR engagement in their initial tenure has a positive-and-significant association with their compensation package and lessens the risk of dismissals. Finally, we demonstrate that CEOs concentrate more on CSR practices in coastal regions of China. This research is helpful for policymakers in devising CSR policies and making corporate governance decisions. [ABSTRACT FROM AUTHOR]

Purpose: This paper aims to empirically investigate the moderating role of corporate governance (CG) in the capital structure-performance relationship. Design/methodology/approach: The analysis is based on top Business Today-500 companies and covers a time span of 10 years. The fixed effect panel regression model is used to examine the impact of CG mechanisms on the relationship between capital structure and firm performance. Findings: The core findings of the study indicate significant positive moderating role of board independence, board size and family ownership on the relationship between leverage and performance. Practical implications: The results enable the managers of Indian firms to comprehend the significance of CG framework while taking financing decisions. The findings encourage managers to raise debt funds in those firms that adhere to good governance norms. Originality/value: Unlike extant studies that emphasize on the moderating impact of single CG variable in leverage-performance relationship, the current work comprehensively examines the role of many CG factors that moderate the relationship between capital structure and firm performance. To the best of the authors' knowledge, the present study is the first of its kind with respect to India. [ABSTRACT FROM AUTHOR]

Purpose: The board structure (BS) is pivotal in modern corporate governance (CG). This study aims to investigate BS variables (BSIZE, BIND and chief executive officer [CEO] duality) and their correlation with risk-taking behavior indicators, enriching the understanding of how CG shapes financial institutions' (FIs) decision-making in Pakistan. Design/methodology/approach: By scrutinizing data from 67 financial entities listed on the Stock Exchange of Pakistan spanning from 2011 to 2022 through panel data regression techniques, the research emphasizes that BS holds a substantial influence over the risk tendencies exhibited by these firms. Findings: Key findings suggest that board size has a positive influence, aligned with previous CG research. Smaller boards perform better and avoid excessive risk-taking, contrasting some negative relationship claims. More independent directors are recommended to curtail risk and financial disruption. Holding both CEO and chair roles reduces risk exposure, resonating with reputational and employment risk theory. It is essential to recognize that BS's impact on risk-taking is nuanced and context-dependent. Practical implications: Policymakers, scholars, practitioners and investors working in the market for financial companies might greatly benefit from the empirical findings of this study. Imposing mandates on FIs to uphold adequate capital reserves functions as a safeguard against unforeseen losses, thereby diminishing the probability of unwarranted risk-taking. Originality/value: Prior studies in this domain predominantly focus on nonfinancial sectors. In addition, existing research often explores the relationship between BS and firm risk-taking solely within the banking sector, overlooking other FIs. This study contributes by using a comprehensive data set encompassing all types of FIs, thus extending the existing literature. [ABSTRACT FROM AUTHOR]

Purpose: In light of the key role attributed to the board of directors as a monitoring tool to constrain earnings management practices, this study aims to examine the effect of some board attributes on accrual-based earnings management and real earnings management in the Middle Eastern and North African (MENA) context, whose institutional, economic and legal environment is markedly different from that of most organization for economic cooperation and development countries. Design/methodology/approach: The authors selected a sample of 161 nonfinancial companies from nine MENA countries between 2014 and 2021 (corresponding to an unbalanced data panel of 486 observations). The authors used the generalized least squares regression test to examine the relationship between board attributes and earnings management. Findings: The authors found that three board attributes (size, independence and gender diversity) have no effect on both types of earnings management practices, while CEO duality has no effect on accrual-based earnings management but has a significant and negative effect on real earnings management. Overall, the results suggest that most board attributes do not play a crucial role in reducing earnings management. Research limitations/implications: The results provide valuable insights into the universal role of corporate governance mechanisms and raise questions about the role of the board of directors in improving reporting quality in the MENA context. Practical implications: Regulators should adapt corporate governance mechanisms to the characteristics of the institutional context in which they are inserted. Originality/value: To the best of the authors' knowledge, this study is the first to examine the effect of various board characteristics on both types of earnings management practices in the MENA context. It also provides the first empirical evidence of the relationship between board gender diversity and earnings management in the MENA region. [ABSTRACT FROM AUTHOR]

Purpose: This study aims to investigate the effect of political turmoil on the firm financial performance, particularly in presence of politically affiliated board of directors. Design/methodology/approach: The study applied panel regression analyses on a data set of Pakistan's listed companies ranged over 14 years, spanning from 2007 to 2021. Political turmoil was first gauged through three determinants, i.e. political protest, government election and constitutional reform, and thereafter, economic uncertainty index was used as a proxy for political turmoil. For the purpose of political connection, the study used political affiliation of the board of directors. Findings: The study finds that political turmoil has deleterious effect on the return on assets and Tobin's Q. The study further unveils that politically affiliated firms are relatively insulated from the volatility posed by the political uncertainty and exhibit significantly better financial outcomes. Practical implications: Findings of the study suggest that appropriate composition of the board is imperative in offsetting the risk posed by the political turmoil. Hence, the results are useful for investors, policymakers and regulators to ensure financial soundness of firms in the wake of political turmoil. Originality/value: To the best of the authors' knowledge, this is the first study that investigates the moderating impact of political connection on the performance of companies in presence of political turmoil. [ABSTRACT FROM AUTHOR]

Purpose: This paper aims to discuss the work of non-executive directors (NEDs) as inherently paradoxical. Paradox refers to the presence of persistent contradictions between interdependent forces. Those persistent tensions are explored, and approaches are indicated to stimulate the adaptive use of paradoxes as forces of innovation and renewal. Design/methodology/approach: This conceptual approach can be read as an invitation for corporate governance scholars to embrace the logic of paradox to expand the understanding of this topic. Paradox is not conceptualized as an alternative to dominant structural views, including board composition, but as a complementary conceptual perspective, a meta-theoretical lens to shed light on the tensions inherent to governance. Findings: The authors propose that paradox theory offers a fresh conceptual lens to study the role of NEDs. This approach may help NEDs to turn tensions and paradoxes visible to develop a rich understanding of their work, as well as helping them navigate the complexities of organizing, a process rich in inherent paradoxicality. Originality/value: Organizational paradox theory is a bourgeoning field of study, but the conceptual lens of paradox has still been underexplored in the study of corporate governance. [ABSTRACT FROM AUTHOR]

Purpose: This study investigates the connection between corporate governance and zombie firm's exit time. Design/methodology/approach: With a sample of 2,794 French zombie firms, the analysis focuses on four aspects of corporate governance: board size (BS), managerial ownership (MO), director turnover (DT) and ownership concentration, using tobit regression. Findings: Dimensions of corporate governance have an important role in determining zombie firms' exit time. MO and ownership concentration increase zombie firm exit time, whereas larger BSs and DT reduce it. Originality/value: To the best of the authors' knowledge, this study is the first to include corporate governance as a characteristic relevant to zombie firms' exit time. It provides new insights on why some zombie firms remain in the market longer than expected. [ABSTRACT FROM AUTHOR]

This study examines the impact of gender diversity in the positions of board commissioners, executive directors, and audit committee members on the financial performance of firms experiencing financial trouble. It also evaluates whether the presence of a CEO with multiple responsibilities moderates this relationship. The analysis encompassed 224 publicly traded companies from the non-financial sector, spanning the years 2012 to 2021. The study employed the dynamic panel model system GMM to address issues of endogeneity, simultaneity, and heterogeneity in the data. The findings indicate that the presence of women on supervisory boards and in senior positions has a substantial impact. Companies with a higher number of female board members have reduced financial hardship among Malaysian listed enterprises. Female directors exhibit a greater level of caution and risk aversion while participating in management choices, which is a significant conclusion. Research indicates that the majority of financial variables are inherently endogenous, so dynamic models are better suited for analyzing the interaction between these variables. This study also presents the notable correlation between gender diversity on boards of management, CEO duality, and financial difficulty. [ABSTRACT FROM AUTHOR]

We find that customer firms with more concentrated supplier bases tend to hold higher levels of cash reserves. The positive relation between supplier‐base concentration and cash holdings is more pronounced for firms with nonstate ownership, higher market competition, worse inventory efficiency, more relationship‐specific investment, central positions in the production networks, and headquarters located in regions with lower levels of financial development. Furthermore, we show that debt issuance enhances firms' cash holdings when they have concentrated suppliers, and supplier‐base concentration increases firms' cash spending on R&D investment. Our study highlights the importance of supplier structure in shaping corporate cash policy. [ABSTRACT FROM AUTHOR]

Purpose: The purpose of this study is to shed light on the influence of climate governance on carbon emission disclosure. Design/methodology/approach: This study is based on S&P BSE 500 Indian firms over six years, i.e. from 2016–2017 to 2021–2022. The panel regression has been used to determine the association between climate governance and carbon emission disclosure. Findings: The results of this study suggest that climate governance exerts a significant influence on corporate carbon emission disclosure. Moreover, results corroborate that climate governance elements such as the environment committee, carbon strategy and environment management system are critical contributors to carbon emission disclosure. Practical implications: This study adds to the emerging literature on climate change, carbon emission disclosure, corporate governance and climate governance. Social implications: This work provides valuable insights to corporate managers and policymakers as the study concludes that climate governance enhances firms' carbon emission disclosure. Originality/value: Earlier literature has examined the influence of corporate governance on carbon emission disclosure. However, this study extends to the corporate governance literature by providing novel insights into how integrating climate governance elements into corporate governance can influence carbon emission disclosure. Moreover, to the best of the authors' knowledge, this study is the first to explore the association between climate governance and carbon emission disclosure in the Indian context. [ABSTRACT FROM AUTHOR]

Purpose: This paper aims to investigate whether executive compensation, corporate social responsibility (CSR)-based incentives, environmental social and governance (ESG) performance and firm performance are the significant predictors of CSR committees, in addition to CEO, firm and corporate governance characteristics, from the tenet of stakeholder and managerial power theories. Design/methodology/approach: Switzerland is an exemplary country from the perspective of corporate governance and executive compensation. This empirical study includes a panel data set of listed Swiss companies, so fixed-effect logistic regression has been used. Findings: It has been found that the companies that offer CSR-based incentives and higher compensation to their CEOs and have better ESG performance are more likely to have CSR committees. Practical implications: This empirical paper fills the gap in the literature, guides practitioners about the factors that influence the creation and efficiency of CSR committees, and inspires regulatory bodies to ponder on a mandatory CSR committee to form resilient and sustainable organizations worldwide. Social implications: COVID-19 has re-emphasized the prominence of sustainability and the stakeholder approach. Thus, this paper indicates that CSR committees require the adaption and implementation of a holistic sustainability policy that integrates both external and internal factors and thereby provides a whole process for sustainability issues. Originality/value: The impact of CSR committees on corporate social performance (CSP) has already been investigated. However, the predictors of CSR committees have been less scrutinized in the literature. [ABSTRACT FROM AUTHOR]

Globally, the corporatisation of local public services has gained substantive momentum over the past decades. However, there is a research gap concerning the functioning of governance bodies, particularly boards, in municipally owned corporations as hybrid organisations. In this study, analysing German municipally owned corporations, we investigate the relationship between supervisory board efficacy, as attributed by chief executive officers, and perceived organisational performance. We do not find a direct relationship; instead, we find evidence for a 'catalyser' relationship: board efficacy alleviates managerial role dilemmas, thus removing obstacles to organisational performance. The results imply that particular attention needs to be paid to the enhancement of competencies of board members and their collaboration. Limitations are outlined. Points for practitioners: • 'Good governance' of hybrid organisations requires effective boards, which – albeit indirectly – ultimately result in better corporate performance. • Board efficacy alleviates managerial role dilemmas, thus removing obstacles to performance. • The results imply that particular attention needs to be paid to the enhancement of competencies of board members and their collaboration. [ABSTRACT FROM AUTHOR]

This study investigates the relationship between climate policy uncertainty and corporate greenwashing behavior using data from Chinese A‐share listed companies from 2009 to 2021. The results indicate that the increasing climate policy uncertainty significantly and robustly strengthens corporate greenwashing behavior, particularly among firms located in regions with weaker environmental regulations, within high‐polluting industries and with shorter‐term management perspectives. Additionally, the development and widespread adoption of digital technologies, along with enhanced external regulatory pressures, can inversely moderate the positive relationship between climate policy uncertainty and corporate greenwashing. In summary, this study contributes to our understanding of corporate behavior under climate risks and provides insights for achieving social sustainability. [ABSTRACT FROM AUTHOR]

Using Sina Weibo data obtained through crawler technologies from 2013 to 2021, this study investigates the relationship between self‐media information disclosure and firm productivity. We find that self‐media information disclosure promotes firm productivity, a conclusion that withstands various robustness and endogeneity tests. Particularly, original microblogs exhibit a more significant impact. Further analysis reveals that the promoting effect is more pronounced in listed companies with lower annual retweets, small companies, and those with lower turnover. Finally, a mechanism analysis indicates that self‐media information disclosure enhances enterprise productivity by alleviating financing constraints, enhancing corporate innovation, and strengthening corporate governance. [ABSTRACT FROM AUTHOR]

This study empirically investigates the association between board attributes and capital structure decisions of non-financial listed firms in Bangladesh. This study also investigates how this association is shaped and moderated by the level of insider ownership. The current study takes 3096 firm-year observations of firms that are listed on the Dhaka Stock Exchange from 2004 to 2023. Multiple regression analysis on panel data was used, and pooled OLS was selected by resolving stationary issues. Moreover, this study used lagged variables and a GMM estimator to address endogeneity. The results show that both board size and board independence are more positively correlated with a firm's leverage under conditions of a high level of inside ownership. On the other hand, without the moderating effect of inside ownership, gender diversity on the board does not have any significant impact on a firm's leverage, and it turns into a positive association due to the moderating effect of inside ownership. This result is consistent with the existing theory and previous findings. After the introduction of corporate governance guidelines, the inside owners' effect on board size and board independence became substantial, indicating that corporate governance guidelines with the moderating role of inside ownership play a significant role in capital structure decisions in Bangladeshi listed firms. [ABSTRACT FROM AUTHOR]

This study examines risk factors in mergers and acquisitions (M&As) identified in the recent literature, addressing the following question: "What risk factors associated with M&A transactions are discussed in the recent academic literature?" A semi-systematic literature review was conducted using a comprehensive search strategy with targeted keywords related to M&A risks. Papers from 2020 to 2024 were selected based on quality and relevance, with detailed review of abstracts and titles. Co-occurrence analysis using VOSviewer software (version 1.6.20) was applied to categorize key themes. The review of 118 papers identified four main risk categories: information asymmetry; performance and corporate reputation; litigation and investor protection; and geopolitical factors. Findings reveal complex interdependencies among these risks, highlighting the need for a holistic approach to risk management. Corporate social responsibility (CSR) is crucial for mitigating risks, improving transparency, and enhancing reputation. This study offers recommendations for better financial disclosures, robust environmental, social and governance strategies, and the integration of digital finance technologies as blockchain in M&A activity. Future research should include longitudinal studies on M&A risk dynamics, case studies on corporate governance, advanced valuation methods, and comparative analyses across regions and industries, focusing on emerging technologies like AI and blockchain. [ABSTRACT FROM AUTHOR]

Activist investors in a firm often voluntarily release information about their governance intentions to the public. Voluntary disclosure theory suggests that an activist investor will disclose when she expects other investors to respond positively and support her in upcoming corporate control contests. We find that activists' disclosures are accompanied by positive abnormal returns, reductions in bid-ask spreads, and increases in future earnings relative to similar targets without voluntary activist disclosures. Disclosures by activists who demand a board seat (the most common demand) have the highest announcement returns, and disclosers also win proxy contests and directorships more frequently than non-disclosers. These findings suggest that the activist's beliefs about investor response in both pricing and voting are an important driver of her disclosure choice. [ABSTRACT FROM AUTHOR]

We investigate whether and how the market for corporate control affects the demand for audit service in a cross-country setting. In so doing, we exploit the staggered enactments of merger and acquisition (M&A) laws as an exogenous shock that substantially increases takeover pressure. We find that firms are more likely to choose Big 4 auditors in the period after the enactment of M&A laws, suggesting that the takeover pressure heightened by the passage of M&A laws increases the demand for audit verification and assurance by high-quality auditors. We also find that the enactment of M&A laws leads to greater demand for Big 4 auditors through two channels: managerial commitment to curtailing agency problems and the enhancement of board monitoring. We further show that improved auditor quality facilitates creditors' and investors' reliance on accounting information, as reflected in greater use of accounting-based debt covenants and enhanced earnings informativeness, respectively, in the post-enactment period. Overall our results suggest that auditors play a key role in strengthening corporate governance after the enactment of M&A laws. [ABSTRACT FROM AUTHOR]

The study examines the impact of board attributes, ownership structures and other bank-specific factors on bank risk-taking. Using a sample of 220 banks in 16 sub-Saharan Africa countries for the years 2007–2018, the findings of the study are fourfold. First, the findings indicate that independent directors who are financial experts reduce bank risk-taking. Second, the study finds that the number of board meetings has a negative impact on bank risk-taking. Third, the estimation results suggest that government and foreign ownership encourage banks to take more risks. Finally, the study observes that institutional shareholder ownership influence bank risk-taking negatively. We observe that an increase in the ownership stake held by long-term institutional investors is associated with a decrease in risk-taking. Furthermore, we show that the predicted relationships vary across different periods. The findings are robust to different types of endogeneities and alternative measures of bank risk-taking. The study concludes that different corporate governance characteristics have different implications for banks' risk-taking in the region. The findings have key policy implications for banking practitioners, regulators, and policy makers in the region. [ABSTRACT FROM AUTHOR]

This study aims to examine the impact of enhanced corporate governance procedures on the level of risk-taking exhibited by banks. Between the years 2002 and 2019, a comprehensive selection of banks was gathered from a total of eight countries and categorized into two legal systems: common-law (Canada, the United States, the United Kingdom, and Australia) and civil-law (Japan, France, Germany, and Italy). By classifying our sample into systemic and non-systemic banks and employing traditional risk-taking metrics such as the z-score and the volatility of daily stock returns, we provide evidence of a substantial decline in banks' propensity for risk-taking in the years subsequent to the global financial crisis. This decrease can be attributed to the implementation of enhanced bank governance practices, which have been deemed more efficacious by the Basel Committee on Banking Supervision. Furthermore, it is worth noting that empirical data supports the notion that macroeconomic and institutional factors specific to each country, such as GDP per capita, government quality index, unemployment rate, and social trust, significantly influence the risk-taking tendencies exhibited by banks. The findings of our study demonstrate robustness when subjected to various sensitivity tests conducted for each research question. [ABSTRACT FROM AUTHOR]

We examine determinants and consequences of virtual shareholder meetings (VSMs) using a sample of voluntary (precoronavirus disease 2019) and forced (i.e., because of coronavirus disease 2019) VSM adopters. Voluntary adopters are tech firms and firms traditionally more engaged with shareholders, consistent with the stated objective to increase shareholder participation. In contrast, we do not find that firms choose the virtual format to avoid shareholders' scrutiny. Textual analysis of transcripts suggests that in VSMs, business presentations by management are less frequent, shorter, and more generic but only among voluntary adopters, suggesting that these properties reflect a firm's choice rather than are a by-product of the virtual format per se. VSMs are more likely to exhibit no questions during the question and answer period, but conditioned upon having one question, they exhibit the same number of questions; such questions are more negative in tone, inconsistent with managers using the virtual format to filter out hostile questions. Finally, there is some evidence of greater abnormal absolute returns around VSMs, supporting the notion that greater attendance translates into greater information content. Overall, VSMs exhibit less activity on average, consistent with critics' concerns, but such reduced activity does not appear to cause a loss in information content nor does it appear to reflect an attempt to avoid scrutiny. This paper was accepted by Suraj Srinivasan, accounting. Supplemental Material: The data files are available at https://doi.org/10.1287/mnsc.2023.4946. [ABSTRACT FROM AUTHOR]

In U.S. mergers and acquisitions, target directors are required to consider third-party financial valuations, summarized in a "fairness opinion" before accepting a takeover offer. Critics argue (1) that these valuations are not relevant for public companies, which can assess the desirability of the deal based on the market premium, and (2) that the investment bank providers cater to management by "rationalizing" the deal price rather than providing an independent valuation check. I find that fairness valuations can provide valid information about the target's value, incremental to its predeal stock price. They can impound expected transaction synergies, unravel rumor-driven stock price runups, and may signal ex ante fundamental mispricing. I also find evidence of the alleged catering, which I distinguish from "legitimate" valuation disagreements. This suggests that third-party fundamental valuation could play a useful role in the governance of public company takeovers, but there are flaws in its current implementation. This paper was accepted by Brian Bushee, accounting. Supplemental Material: The data files are available at https://doi.org/10.1287/mnsc.2023.4959. [ABSTRACT FROM AUTHOR]