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Lost in translation? Corporate governance, independent boards and blockholder appropriation

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  • Grosman, Anna
  • Aguilera, Ruth V.
  • Wright, Mike

Abstract

Emerging economies are oftentimes characterized by state capitalism, concentrated ownership and constrained resources, where firms face underinvestment due to resource misappropriation. The adoption of Anglo-American corporate governance practices may result in sub-optimal outcomes. We draw on the multiple agency perspective and research on cross-national governance to examine how independent directors, as agents with multiple roles, might mitigate blockholder appropriation. Using unique panel data from Russian publicly traded firms where the government and the business elite are predominant blockholders, we find that independent directors in private firms are less effective in mitigating blockholder appropriation than in state-owned enterprises. We further investigate board independence effects driven by the exposure to three international governance boundary conditions, namely Russian Multinational Enterprises, foreign listings of Russian firms, and foreign independent directors on Russian boards. Our study focuses on the agents that might assuage principal-principal conflicts, explores when ineffective governance can be minimized, and contributes to research on how governance practices developed in advanced economies get translated in emerging market economies.

Suggested Citation

  • Grosman, Anna & Aguilera, Ruth V. & Wright, Mike, 2019. "Lost in translation? Corporate governance, independent boards and blockholder appropriation," Journal of World Business, Elsevier, vol. 54(4), pages 258-272.
    • Handle: RePEc:eee:worbus:v:54:y:2019:i:4:p:258-272
    DOI: 10.1016/j.jwb.2018.09.001
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    Citations

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    Cited by:

    1. Ahmed Aboud & Ahmed Diab, 2022. "Ownership Characteristics and Financial Performance: Evidence from Chinese Split-Share Structure Reform," Sustainability, MDPI, vol. 14(12), pages 1-18, June.
    2. Kirpishchikov, D., 2024. "Board of directors' social capital as factor of companies' resilience to exogenous shocks," Journal of the New Economic Association, New Economic Association, vol. 62(1), pages 50-74.
    3. Panicker, Vidya Sukumara & Upadhyayula, Rajesh Srinivas & Sivakumar, Sandeep, 2022. "Internationalization of hybrid state-owned enterprises from emerging markets: Institutional investors as enablers," Journal of Business Research, Elsevier, vol. 151(C), pages 409-422.
    4. Sujata Banerjee & Alessandro Zattoni & Abrarali Saiyed, 2023. "Dominant-owner CEOs, board of directors and firm performance in emerging economies: Exploring the moderating impact of quad-qualified directors," Asia Pacific Journal of Management, Springer, vol. 40(4), pages 1607-1642, December.
    5. Ruth V. Aguilera & Valentina Marano & Ilir Haxhi, 2019. "International corporate governance: A review and opportunities for future research," Journal of International Business Studies, Palgrave Macmillan;Academy of International Business, vol. 50(4), pages 457-498, June.
    6. Cuervo-Cazurra, Alvaro & Dieleman, Marleen & Hirsch, Paul & Rodrigues, Suzana B. & Zyglidopoulos, Stelios, 2021. "Multinationals’ misbehavior," Journal of World Business, Elsevier, vol. 56(5).
    7. Alvaro Cuervo-Cazurra & Anna Grosman & William L. Megginson, 2023. "A review of the internationalization of state-owned firms and sovereign wealth funds: Governments’ nonbusiness objectives and discreet power," Journal of International Business Studies, Palgrave Macmillan;Academy of International Business, vol. 54(1), pages 78-106, February.
    8. Jannine Poletti‐Hughes & Beatriz Martínez Garcia, 2022. "Leverage in family firms: The moderating role of female directors and board quality," International Journal of Finance & Economics, John Wiley & Sons, Ltd., vol. 27(1), pages 207-223, January.
    9. Le Yang & Jiahao Zhang & Yufeng Zhang, 2021. "Environmental Regulations and Corporate Green Innovation in China: The Role of City Leaders’ Promotion Pressure," IJERPH, MDPI, vol. 18(15), pages 1-21, July.
    10. Liew, Chee Yoong & Devi, S.Susela, 2020. "Independent Directors’ Tenure, Expropriation, Related Party Transactions, and Firm Value: The Role of Ownership Concentration in Malaysian Publicly Listed Corporations," MPRA Paper 99705, University Library of Munich, Germany.
    11. Yu, Lin & Bai, Tao & Yin, Jingwei & Tan, Xue, 2024. "Overcoming the liability of origin by hiring foreign independent directors: Evidence from Chinese firms' cross-border M&As," Journal of World Business, Elsevier, vol. 59(2).
    12. Aguilera, Ruth & Duran, Patricio & Heugens, P.P.M.A.R. & Sauerwald, Steve & Turturea, Roxana & VanEssen, Marc, 2021. "State ownership, political ideology, and firm performance around the world," Journal of World Business, Elsevier, vol. 56(1).
    13. Popli, Manish & Raithatha, Mehul & Ahsan, Faisal Mohammad, 2021. "Signaling behavioral intent through better governance: A study of emerging market multinational enterprises," Journal of Business Research, Elsevier, vol. 135(C), pages 697-710.
    14. Earl, Anna & Michailova, Snejina, 2021. "Home governments and MNEs in Russia: Relationships and MNE external legitimacy," Journal of International Management, Elsevier, vol. 27(2).
    15. Zhu, Ying & Sardana, Deepak, 2020. "Multinational enterprises’ risk mitigation strategies in emerging markets: A political coalition perspective," Journal of World Business, Elsevier, vol. 55(2).
    16. Alvaro Cuervo-Cazurra & Anna Grosman & Geoffrey T. Wood, 2023. "Cross-country variations in sovereign wealth funds’ transparency," Journal of International Business Policy, Palgrave Macmillan, vol. 6(3), pages 306-329, September.

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