Corporate Governance Structure and International Performance: A Focus on the Impact of Foreign Board Membership and Foreign Shareholders
0
조회
0
다운로드
5
인용
0
참고문헌
키워드
초록
The impact of having an increasing number of foreign representatives serve as organizational board members and shareholders has been a controversial issue in regards to firm performance. While some researchers find that foreign representatives contribute to corporate governance processes; others, however, argue that they negatively affect organizational performance due to short-term profitability. However, among those studies conducted, the impact of foreign board members and foreign shareholders on the international performance of organizations has yet to be investigated. This study examines the direct impact that foreign representatives, who in corporate governance structure serve as inside/outside directors and organizational shareholders, have on a firm’s international performance by combining two perspectives: the resource-based view and agency theory. Using a sample of South Korean non-financial KOSPI companies obtained from KisValue and TS-2000 databases spanning from 2012 to 2014 with a one-year time lag, the immediate study found significantly higher values for firms that have foreign representatives among outside directors and organizational shareholders. However, when the number of foreign representatives becomes concentrated enough to create difficulties in managing the organizations in terms of obtaining necessary information and communicating effectively, the positive impact of foreign representatives diminishes, showing the pattern of so-called inverted U-shaped relationships. The study contributes significantly to the literature on the corporate boards and governance, and sets the foundation for future investigation in this field, which is of both theoretical and empirical importance.
Abstract
The impact of having an increasing number of foreign representatives serve as organizational board members and shareholders has been a controversial issue in regards to firm performance. While some researchers find that foreign representatives contribute to corporate governance processes; others, however, argue that they negatively affect organizational performance due to short-term profitability. However, among those studies conducted, the impact of foreign board members and foreign shareholders on the international performance of organizations has yet to be investigated. This study examines the direct impact that foreign representatives, who in corporate governance structure serve as inside/outside directors and organizational shareholders, have on a firm’s international performance by combining two perspectives: the resource-based view and agency theory. Using a sample of South Korean non-financial KOSPI companies obtained from KisValue and TS-2000 databases spanning from 2012 to 2014 with a one-year time lag, the immediate study found significantly higher values for firms that have foreign representatives among outside directors and organizational shareholders. However, when the number of foreign representatives becomes concentrated enough to create difficulties in managing the organizations in terms of obtaining necessary information and communicating effectively, the positive impact of foreign representatives diminishes, showing the pattern of so-called inverted U-shaped relationships. The study contributes significantly to the literature on the corporate boards and governance, and sets the foundation for future investigation in this field, which is of both theoretical and empirical importance.
참고문헌 (94)
- Aguilar, F. J., "Scanning the Business Environment" (1967), Macmillan
- 안병선, "기업지배구조가 자본구조에 미치는 영향: Pecking Order와 Trade-Off 이론을 중심으로", 국제경영연구, 23(4), pp.1~37 (2012), 한국국제경영학회
- Allen, S. A., "Understanding Reorganization of Divisionalized Companies", Academy of Management Journal, 22, pp.641~671 (1979)
- Bainbridge, S. M., "Independent Directors and the ALI Corporate Governance Project", George Washington Law Review, 61, pp.1034~1083 (1993)
- Barkema, H. G., "Internationalising in Small, Incremental, or Larger Steps?", Journal of International Business Studies, 38(7), pp.1132~1148 (2007)
- Barney, J., "Firm Resources and Sustained Competitive Advantage", Journal of Management, 17(1), pp.99~120 (1991)
- Baysinger, B. D., "Corporate Governance and the Board of Directors: Performance Effects of Changes in Board Composition", Journal of Law, Economics and Organization, 1, pp.101~134 (1985)
- Baysinger, B. D., "The Composition of Boards of Directors and Strategic Control", Academy of Management Review, 15, pp.72~87 (1990)
- Becker, G. S., "Human Capital" (1964), Columbia
- Berle, A. A., "The Modern Corporation and Private Property" (1932), Macmillan Publishing Co
- Bernard, A. B., "Exporters, Jobs, and Wages in US Manufacturing: 1976-87", Brookings Papers on Economic Activity: Microeconomics, pp.67~112 (1995)
- Bernard, A. B., "Firms in International Trade", Journal of Economic Perspectives, 21(3), pp.105~130 (2007)
- Byrd, J. W., "Do Outside Directors Monitor Managers?", Journal of Financial Economics, 32, pp.195~221 (1992)
- Carter, D. A., "Corporate Governance, Board Diversity, and Firm Value", Financial Review, 38, pp.33~53 (2003)
- Choi, H. M., "Foreign Board Membership and Firm Value in Korea", Management Decision, 50(2), pp.207~233 (2012)
- 최성진, "The Relationship Between Ownership Structure and Inter-Organizational Strategies: An Empirical Analysis", 국제경영연구, 22(3), pp.65~88 (2011), 한국국제경영학회
- Cochran, P. L., "The Composition of Boards of Directors and Incidence of Golden Parachutes", Academy of Management Journal, 28, pp.664~671 (1985)
- Daft, R., "Organizational Theory and Design" (1983), West
- Daily, C. M., "The Relationship between Governance Structure and Corporate Performance in Entrepreneurial Firms", Journal of Business Venturing, 7, pp.375~386 (1992)
- Daily, C. M., "Board of Directors Leadership and Structure: Control and Performance Implications", Entrepreneurship Theory and Practice, 17(3), pp.65~81 (1993)
- Daily, C. M., "Bankruptcy and Corporate Governance: The Impact of Board Composition and Structure", Academy of Management Journal, 37, pp.1603~1617 (1994)
- Dalton, D., "Number of Directors and Financial Performance : A Meta-Analysis", Academy of Management Journal, 42, pp.674~687 (1999)
- Dalton, D., "Composition and CEO Duality in Boards of Directors: An International Perspective", Journal of International Business Studies, 18, pp.33~42 (1987)
- Douma, S., "Foreign and Domestic Ownership, Business Groups, and Firm Performance: Evidence from a Large Emerging Market", Strategic Management Journal, 27(7), pp.637~657 (2006)
- Eisenhardt, K., "Control: Organizational and Economic Approaches", Management Science, 31, pp.134~149 (1985)
- Eisenhardt, K., "Agency Theory: An Assessment and Review", Academy of Management Review, 14, pp.57~74 (1989)
- Eisenhardt, K. M., "Dynamic Capabilities : What Are They?", Strategic Management Journal, 21, pp.1105~1121 (2000)
- Estes, R., "Corporate Governance in the Courts", Harvard Business Review, 58(4), pp.50~58 (1980)
- Fama, E. F., "Agency Problems and Residual Claims", Journal of Law and Economics, 26(2), pp.327~349 (1983)
- Fama, E. F., "Separation of Ownership and Control", Journal of Law and Economics, 26(2), pp.301~325 (1983)
- Finkelstein, S., "Top-Management Team Tenure and Organizational Outcomes : The Moderating Role of Managerial Discretion", Administrative Science Quarterly, 35, pp.484~503 (1990)
- Fleischer, A., "Board Games: The Changing Shape of Corporate Power" (1988), Little, Brown & Comapny
- Forbes, D. P., "Cognition and Corporate Governance: Understanding Boards of Directors as Strategic Decision-Making Groups", Academy of Management Review, 24(3), pp.489~505 (1999)
- Gilson, S. C., "Bankruptcy, Boards, Banks, and Blockholders", Journal of Financial Economics, 27, pp.355~387 (1990)
- Goforth, C., "Proxy Reform as a Means of Increasing Shareholder Participation on Corporate Governance: Too Little, But Not Too Late", The American University Law Review, 43, pp.379~465 (1994)
- Goodstein, J., "Turbulence at the Top: A New Perspective on Governance Structure Changes and Strategic Change", Academy of Management Journal, 34, pp.306~330 (1991)
- Goodstein, J., "The Effects of Board Size and Diversity on Strategic Change", Strategic Management Journal, 15, pp.241~250 (1994)
- Gupta, A. K., "Business Unit Strategy, Managerial Characteristics, and Business Unit Effectiveness at Strategy Implementation", Academy of Management Journal, 27(1), pp.25~41 (1984)
- Hambrick, D., "Upper Echelons: The Organization as a Reflection of Its Top Managers", Academy of Management Review, 9(2), pp.193~206 (1984)
- 한주희, "사외이사 다양성이 기업성과에 미치는 영향과 환경적 재량권의 조절 효과에 대한 고찰", 전략경영연구, 17(3), pp.119~137 (2014), 한국전략경영학회
- Hermalin, B. E., "The Determinants of Board Composition", RAND Journal of Economics, 19, pp.589~606 (1988)
- Hill, C. W. L., "Global Business Today" (2014), McGraw-Hill Education
- Hill, C. W. L., "External Control, Corporate Strategy, and Firm Performance in Research Intensive Industries", Strategic Management Journal, 9, pp.577~590 (1988)
- Hill, C. W. L., "Effects of Ownership Structure and Control on Corporate Productivity", Academy of Management Journal, 32(1), pp.25~46 (1989)
- Hillman, A. J., "Boards of Directors and Firm Performance: Integrating Agency and Resource Dependence Perspectives", Academy of Management Review, 28(3), pp.383~396 (2003)
- Hitt, M. A., "Strategic Decision Models : Integrating Different Perspectives", Strategic Management Journal, 12, pp.327~351 (1991)
- The Wage and Employment Effects of International Offshoring: Evidence from Danish Matched Worker-Firm Data, "Hummels, D.", National Bureau of Economic Research, ~, pp.NBER Working Paper No.: 17496 (2011)
- Jensen, C. M., "Theory of the Firm: Managerial Behavior, Agency Costs and Ownership Structure", Journal of Financial Economics, 3(4), pp.306~360 (1976)
- Johnson, J., "Board of Directors: A Review and Research Agenda", Journal of Management, 22, pp.409~438 (1996)
- Johnson, R. A., "Board of Director Involvement in Restructuring: The Effects of Board versus Managerial Controls and Characteristics", Strategic Management Journal, 14(Special), pp.33~50 (1993)
- Judge, W. Q., "Institutional and Strategic Choice Perspectives on Board Involvement in the Strategic Decision Process", Academy of Management Journal, 35, pp.766~794 (1992)
- Karmel, R. S., "The Independent Corporate Board: A Means to What End?", The George Washington Law Review, 52, pp.534~556 (1984)
- 강준구, "은행중심 기업지배구조: 한국과 일본의 비교분석", 국제경영연구, 13(1), pp.1~32 (2002), 한국국제경영학회
- Kesner, I. F., "Boards of Directors and the Checks (Im)Balances of Corporate Governance", Business Horizons, 29(5), pp.17~23 (1986)
- 김동순, "국내기업의 지배구조가 외국인투자 및 기업가치에 미치는 영향", 국제경영리뷰, 12(4), pp.155~172 (2008), 한국국제경영관리학회
- Kim, I. J., "Foreign Investors and Corporate Governance in Korea", Pacific-Basin Finance Journal, 18, pp.390~402 (2010)
- 김주태, "내부와 외부의 대주주가 이사회 구조에 미치는 영향 : 외환위기이후의 한국기업의 분석", 전략경영연구, 10(2), pp.1~22 (2007), 한국전략경영학회
- Kim, S-H., "Outside Directors: Theoretical Background and Implication for Korean Firms", Journal of Strategic Management, 3(2), pp.1~23 (2000)
- Kogut, B., "Knowledge of the Firm and the Evolutionary Theory of the Multinational Corporation", Journal of International Business Studies, 24(4), pp.625~645 (1993)
- Knight, G. A. G., "Innovation, Organizational Capabilities and the Born Global Firm", Journal of International Business Studies, 35, pp.124~141 (2004)
- Lorsch, J. W., "Pawns or Potentates: The Reality of America’s Corporate Boards" (1989), Harvard Business School Press
- Luce, R. D., "Games and Decisions" (1957), Wiley
- Luo, Y., "Learning to Compete in a Transitional Economy: Experience, Environment, and Performance", Journal of International Business Studies, 30, pp.269~295 (1999)
- Manning, B. A., "The Business Judgment Rule in Overview", Ohio State Law Journal, 45, pp.615~627 (1984)
- Masulis, R. W., "Globalizing the Boardroom - The Effects of Foreign Directors on Corporate Governance and Firm Performance", Journal of Accounting & Economics, 53(3), pp.527~554 (2012)
- Mihai, I. O., "The Impact of Foreign Ownership on the Performance of Romanian Listed Manufacturing Companies", The International Journal of Management Science and Information Technology, Special Issue: Knowledge Strategies, Decision Making and IT in Emergent Economies, 2, pp.106~122 (2014)
- Mintzberg, H., "The Structure of Unstructured Decision Processes", Administrative Science Quarterly, 21, pp.246~275 (1976)
- Molz, R., "Managerial Domination of Boards of Directors and Financial Performance", Journal of Business Research, 16, pp.235~249 (1988)
- Oviatt, B. M., "Agency and Transaction Cost Perspectives on the Manager-Shareholder Relationship: Incentives for Congruent Interests", Academy of Management Review, 13, pp.214~225 (1988)
- Oxelheim, L., "The Impact of Foreign Board Membership on Firm Value", Journal of Banking & Finance, 27(12), pp.2369~2392 (2003)
- Oxelheim, L., "On the Internationalization of Corporate Boards - The Case of Nordic Firms", Journal of International Business Studies, 44(3), pp.173~194 (2012)
- 박용석, "Drivers of Korean Export Behavior: The Influence of the Korean Governance Structure and Outside Directors", 국제경영연구, 23(1), pp.75~100 (2012), 한국국제경영학회
- Patton, A., "Why Won’t Directors Rock the Boat?", Harvard Business Review, 65, pp.10~13 (1987)
- Pearce, J. A., "Board Composition from a Strategic Contingency Perspective", Journal of Management Studies, 29(4), pp.411~438 (1992)
- Pfeffer, J., "Size and Composition of Corporate Boards of Directors: The Organization and Its Environment", Administrative Science Quarterly, 17, pp.218~228 (1972)
- Pfeffer, J., "Size, Composition, and Function of Hospital Boards of Directors: A Study of Organization-Environment Linkage", Administrative Science Quarterly, 18, pp.349~364 (1973)
- Pfeffer, J., "The External Control of Organizations: A Resource Dependence Perspective" (1978), Harper & Row
- Rindova, V., "What Corporate Boards Have to Do with Strategy: A Cognitive Perspective", Journal of Management, 36, pp.953~975 (1999)
- Robinson, G., "Building a Business Case for Diversity", Academy of Management Executive, 11(3), pp.21~31 (1997)
- Rosenstein, J., "The CEO, Venture Capitals, and the Board", Journal of Business Venturing, 8, pp.99~113 (1993)
- Rosenstein, S., "Outside Directors, Board Independence, and Shareholder Wealth", Journal of Financial Economics, 26, pp.175~192 (1990)
- Sanders, G., "Internationalization and Firm Governance: The Roles of CEO Compensation, Top Team Composition, and Board Structure", Academy of Management Journal, 41(2), pp.158~178 (1998)
- Schellenger, M. H., "Board of Director Composition, Shareholders Wealth, and Dividend Policy", Journal of Management, 15, pp.457~467 (1989)
- Sethi, P., "The Catch-22 in Reform Proposals for Restructuring Corporate Boards", Management Review, 68(1), pp.27~28 (1979)
- Shleifer, A., "A Survey of Corporate Governance", Journal of Finance, 52, pp.737~783 (1997)
- Teece, D. J., "Dynamic Capabilities and Strategic Management", Strategic Management Journal, 18(7), pp.537~556 (1997)
- Tihanyi, L., "Institutional Ownership Differences and International Diversification: The Effects of Boards of Directors and Technological Opportunity", Academy of Management Journal, 46, pp.195~211 (2003)
- Weisbach, M. S., "Outside Directors and CEO Turnover", Journal of Financial Economics, 20, pp.431~460 (1988)
- Williamson, O. E., "Markets and Hierarchies: Analysis and Anti-Trust Implications: A Study in the Economics of Internal Organization" (1975), Free Press
- 양영수, "사외이사의 해외경험과 사회적 자본이 해외직접투자 규모에 미치는 영향", 국제경영연구, 25(2), pp.87~116 (2014), 한국국제경영학회[DOI]
- 연강흠, "외국간접투자자본이 국민경제에 미치는 영향에 관한 연구", 경영학연구, 35(6), pp.1885~1912 (2006), 한국경영학회
- Zahra, S. A., "Governance, Ownership, and Corporate Entrepreneurship: The Moderating Impact of Industry Technological Opportunities", Academy of Management Journal, 39(6), pp.1713~1735 (1996)
- Zahra, S. A., "Boards of Directors and Corporate Financial Performance: A Review and Integrative Model", Journal of Management, 15, pp.291~334 (1989)
- Zhou, L., "Internationalization and the Performance of Born-Global SMEs: The Mediating Role of Social Networks", Journal of International Business Studies, 38(4), pp.673~690 (2007)
