Board Nationality Diversity and Firm Value

Using management, finance and social psychology theories, we challenge the common perception that demographic diversity on boards of directors is unequivocally beneficial for firms. Employing a sample of 3826 UK firm-years, we analyse the dual nature of nationality diversity, recognizing its potential to contribute expertise and reduce groupthink, while also posing risks of conflict and reduced cohesion. We construct measures of the positive and negative aspects of diversity to provide robust evidence that nationality diversity-as-variety within a board of directors is positively associated with firm value, whereas diversity-as-separation has a negative moderating effect on this relationship. Additionally, board longevity weakens the negative effects of diversity-as-separation. This comprehensive approach improves our understanding of the complex relationship between board diversity and firm performance. Our results are informative for researchers because they demonstrate the importance of adopting less simplistic diversity measures in empirical studies. They are also instructive for policymakers, who can benefit from a more nuanced understanding of the issues raised when firms are mandated to increase demographic diversity on their boards. Finally, our study provides information to boards to help them maximize the benefits of diversity while minimizing potential costs

Why Do UK Firms Repurchase Their Own Shares?

We examine the practice of share repurchases in the UK. We find that an important regulatory reform in 2003, which relaxed previously strict rules about repurchases, was followed by a significant increase in repurchase activity by UK listed firms. However, unlike in the US, repurchases remain a small proportion of total distributions to shareholders. We test five key hypotheses from prior literature. Our analysis of a large sample of firms from 2000 to 2016 provides strong support, across both regulatory regimes, for both the free cash flow and the investment hypotheses. We find some support for both the undervaluation and the leverage/capital structure hypothesis in the first regime only. In contrast to the US, the dividend substitution hypothesis is not supported. In the UK, the extent of share repurchases remains relatively small, and they appear to be used as a complement to regular dividends, being made regularly, in an amount positively associated with dividends paid

CEO succession in the UK: an analysis of the effect of censuring the CEO-to-chair move in the Combined Code on Corporate Governance 2003

In 2003, a new UK corporate governance Code recommended that the CEO should not become chairman of the same firm. The UK regulator, adopting an agency theory perspective, argued that this prevents powerful CEOs from clinging to power, to the detriment of firm performance. An alternative viewpoint, offered by stewardship theory, proposes that managers are inherently motivated to act in the best interests of the company and such controls are unnecessary, bringing no benefits to shareholders. This study therefore asks: (i) Does allowing the CEO to remain as chair damage firm performance? (ii) Did the changes to recommended best practice affect the number of CEOs remaining as chairman? (iii) Did the Combined Code (2003) affect the use of relay-style succession in the UK? Analysing a sample of 225 CEO routine departure events from 1996 to 2007 produces the answers: (i) this practice caused no apparent harm to accounting or stock market performance; (ii) there was a significant reduction in the practice in the period following the reform; and (iii) while UK firms were employing relay-style succession practices prior to the reforms, this has since abated. Overall, the evidence fails to support the agency view adopted by UK regulators

Should chairmen become CEO within the same company?

Corporate governance restricts opportunities for chief executives to take on a dual role as chair. But is there any evidence to suggest the CEO-to-chairman move is a problem

CEO succession in the UK: An analysis of the effect of censuring the CEO-to-chair move in the Combined Code on Corporate Governance 2003

In 2003, a new UK corporate governance Code recommended that the CEO should not become chairman of the same firm. The UK regulator, adopting an agency theory perspective, argued that this prevents powerful CEOs from clinging to power, to the detriment of firm performance. An alternative viewpoint, offered by stewardship theory, proposes that managers are inherently motivated to act in the best interests of the company and such controls are unnecessary, bringing no benefits to shareholders. This study therefore asks: (i) Does allowing the CEO to remain as chair damage firm performance? (ii) Did the changes to recommended best practice affect the number of CEOs remaining as chairman? (iii) Did the Combined Code (2003) affect the use of relay-style succession in the UK? Analysing a sample of 225 CEO routine departure events from 1996 to 2007 produces the answers: (i) this practice caused no apparent harm to accounting or stock market performance; (ii) there was a significant reduction in the practice in the period following the reform; and (iii) while UK firms were employing relay-style succession practices prior to the reforms, this has since abated. Overall, the evidence fails to support the agency view adopted by UK regulators

Executive turnover in UK firms: the impact of Cadbury

This study examines whether the Cadbury Committee recommendations regarding board structure have increased the power of boards to replace poorly performing CEOs. It also looks at whether institutional investors have become more proactive in this regard post-Cadbury. The study employs a comprehensive sample of UK listed firms between 1990 and 1995. Firm performance, CEO ownership and institutional ownership are found to be significantly related to the probability of non-routine top executive turnover. It appears that the managerial labour market is disciplining managers more quickly after Cadbury. However, there is no evidence that this is because boards have become more likely to remove CEOs following poor performance. Neither is any evidence found to support the assertions of institutional investors who claim to be more proactive since Cadbury. It is concluded that neither the Cadbury board structure reforms, nor the professed change in behaviour of institutional investors, has reduced the agency problem of managerial entrenchment in large UK firms

Should chairmen become CEO within the same company?

Corporate governance restricts opportunities for chief executives to take on a dual role as chair. But is there any evidence to suggest the CEO-to-chairman move is a problem