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Corporate Governance and National Institutions: An Emerging Research Agenda Igor Filatotchev Cass Business School, City University London and WU Vienna AIB 2014. International Patterns of Corporate Governance. UK/USA models of “shareholder activism”
Corporate Governance and National Institutions: An Emerging Research Agenda
Igor FilatotchevCass Business School, City University London and WU Vienna
How do national institutions shape the nature and extent of governance conflicts in individual countries?
Do national institutions affect effectiveness and efficiency of specific governance practices (e.g., shareholder activism, board independence, etc)?
Do “institutional voids” lead to “governance voids”?
Are institutional factors complements/substitutes to the firm’s governance mechanisms?
Institutional perspective shifts emphasis on macro factors that shapes relationships of control and power within and outside organizations
Corporate governance is part of institutional logics or “the axial principles of organization and action based on cultural discourses and material practices prevalent in different institutional and societal sectors “(Thornton, 2004)
Governance mechanisms, therefore, are “embedded” in wider cultural and social context, systems of beliefs, formal and informal rules that provide governance actors with cognitive frames to evaluate their actions
Institutional isomorphism and compliance with “good governance”
“Decoupling” as a response to Institutional pressures: a surface compliance is separated from internal, technical activities (Codes and a “box-ticking” organizational culture)
Resistance to the diffusion of governance practices ( a case of “shareholder supremacy” in Austria)
Proactive efforts to affect institutional logics and create “manager-friendly” rationalized myths (a case of executive equity-based incentives)
Hoskisson, Wright, Filatotchev & Peng, JMS 2013
Institutions are the second-order governance factor
They not only define the nature of governance problems, but also the effectiveness of their solutions
However, we do not know how “institutional tripod” (e.g., normative, regulatory and cognitive) creates context within which firm-level governance models evolve
Company response is far from being homogeneous. What drives this diversity? What is the scope for agency within the institutional logic perspective?
How does an interaction between macro-institutions and economic fundamentals shape strategies of EM MNCs?