(ProQuest: ... denotes formulae omitted.)1. IntroductionCorporate governance refers to the "set of mechanisms through which outside investors protect themselves against expropriation by the insiders" (La Porta, Lopez-de-Silanes, Shleifer, & Vishny, 2000), where "insiders" include the controlling shareholders and management. The main objective of corporate governance is to protect the rights of stockholders and creditors and to ensure that the interests of insiders and outsiders converge. Good corporate governance can contribute to a country's social and economic development by enabling corporations to perform better.The 1997 Asian financial crisis, which exposed weak governance in many corporations, made the business community more sensitive to the need to examine the effectiveness of corporate governance systems within firms. In the following years, as increasing instances of fraud surfaced in the financial statements of several large corporations such as Enron, WorldCom, Tyco International, Aldelphia, Parmalat, the Taj Company and, very recently, the Olympus Corporation, many countries drafted codes of corporate governance to improve their corporate governance mechanisms. One of the key tasks of a corporate governance structure is to make sure that financial reporting procedures are transparent.Earnings management refers to attempts by firm managers to manipulate accounting figures, thereby making their financial statements less transparent. While there is no consensus on the definition of earnings management practices (Beneish, 2001), a widely accepted definition by Healy and Wahlen (1999) is that "earnings management happens when managers use judgment in financial reporting to either deceive some stakeholders about the underlying economic performance of the firm or to manipulate contractual outcomes that rely on reported accounting numbers."Earnings management entails purposeful involvement in a firm's external financial reporting procedures with the intention of personal gain (Schipper, 1989). It is legal if the described profits are modified in line with generally accepted accounting principles (GAAP), for example, changing the procedure for inventory estimation and depreciation. Earnings management becomes fraudulent, however, when it goes beyond GAAP, such as accelerating income acknowledgment and deferring cost recognition (Yang, Chun, & Shamsher, 2009).Financial statements present important information to outside firm stakeholders. Investors' heavy reliance on financial data gives managers a strong incentive to alter financial statements for their own benefit. Such incentives may stem from career security, contractual obligations between outside stakeholders and managers, personal concerns in the existence of the compensation system, or the need to meet target earnings and market expectations (Healy & Wahlen, 1999). Earnings management can take numerous forms, for example, structuring certain revenues, expenses, and transactions; altering accounting measures; and accruals management. Among these, accruals management is harmful to the integrity of financial information because shareholders are often ignorant of the scope of such accruals (Mitra, 2002).Corporations generally set annual earnings targets, which they might exceed or fall short of in different cases. For this purpose, managers use accruals to manage actual earnings and present their investors with a sound picture of the firm's targets achieved. However, total accruals do not necessarily represent earnings management. Rather, they are divided into discretionary and nondiscretionary accruals where only the former- for example, income-increasing and income-decreasing discretionary accruals-reflect earnings management. Investors are often ignorant of such actions and are thus vulnerable to making ineffective decisions based on manipulated information.In 1999, the Organization for Economic Co-operation and Development developed a set of basic criteria for judging a country's corporate governance performance. …