BUS 374 * Session 2 Organization theory

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Agenda
0 Reallocation of teams
0 Critical reflection #1
0 Discussion#1
0 Critical reflection #2
0 Discussion#2
0 Corporate Governance Systems
Comparative and International Corporate
Governance - Aguilera and Jackson (2010)
0 What is corporate governance?
0 “Corporate governance may be defined broadly as the
study of power and influence over decision making
within the corporation”
0 How could it be compared?
0 Economic and managerial
0 Cultural and sociological
0 Legal origin
0 Political
Economic and managerial
0 Shareholder primacy and agency concerns
0 Role of board of directors
0 Stakeholder based models
0 Role of banks and unions
0 Property rights perspective
0 Role of property rights institutions
Cultural and sociological
perspective
0 Cultural differences and different governance styles
0 Hofstede’s influence
0 Cultural differences in accounting practices (discolsure)
0 Cultural differences in managerial discretion
0 Cultural differences in financial behavior (leverage etc)
0 Meritocracy vs. network based management
0 Type of employment norms (long term vs. hire and fire)
Legal origins perspective
0 Legal origin – i.e., colonial roots
0 Endogeniety of legal systems on political history
0 Investor protection
0 Property rights protection
0 Minority vs. majority interests protection
0 Legal basis of whom the firm should stand for
Political perspective
0 Political coalitions
0 Lobbying
0 Coalition formation
0 Campaign contributions
0 Partisan politics
0 Median voter dictates policies
0 Election based policies (Worker based vs corporation
based policies)
Hostile takeovers and corporate
governance - Schneper & Guillén (2004)
0 Market for corporate control
0 Hostile takeovers discipline inefficient managers
0 But hostile takeovers come with a price
0 Compromise stakeholder interests
Cross-national differences in
stakeholder protection
1) Greater the protection of shareholder rights =>
greater the occurrence of hostile takeovers
2) Greater the protection of worker rights => lesser the
occurrence of hostile takeovers
3) Greater the protection to bank’s rights => lesser the
occurrence of hostile takeovers
That’s is for today
0 For our next session we will examine: NATIONAL
INNOVATION SYSTEMS
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