Scholars have emphasized the potential of self-regulation, realized through ‘codes of good governance’, to improve gender diversity on boards. Yet, unconvinced of the effectiveness of this self-regulation, many regulators have implemented mandatory quota laws. Our study sheds light on this dilemma. Seeking to broaden our conceptual knowledge of how such ‘codes’ work in the specific case of gender diversity on boards, we ask: Under which conditions is self-regulation via voluntary principles of good governance effective? Expanding recent institutional-theory perspectives from the (...) literature of women on boards, we show that, in the case of Austria, self-regulation via code recommendations is ineffective unless supported by additional forces. The primary reason for this, we argue, is that nominators do not expect benefits from gender-diverse boards. Furthermore, non-compliant companies face little pressure to change due to the small number of companies that have already adopted respective code recommendations. We identify two potential alternatives to boost the effectiveness of voluntary self-regulation for gender-diverse boards: First, the introduction of concrete targets for female representation and the public monitoring of fulfillment; and, second, the establishment of a credible threat that mandatory quotas will be imposed if diversity goals are not achieved. Drawing on longitudinal data from 2006 to 2016 on listed and state-owned companies in Austria, we give an empirical account of the conditions that assure effective self-regulation. Arguing that codes suffer from what we call ‘opportunity bias’, we conclude that political goals based on ethical rather than instrumental considerations are unlikely to be effectively implemented solely by codes of good governance. (shrink)

The readability of 10-K reports, in terms of linguistic complexity, determines the usefulness of information disclosure for stakeholders, particularly individual investors. Since investors largely depend on the financial communication in 10-K reports, firms have an ethical and legal responsibility to present disclosures in a language investors can understand. However, motivated by self-interest, managers obfuscate such disclosures to mask their own actions and hide unfavourable information. Building on the managerial obfuscation hypothesis grounded in stakeholder-agency and ethical-sensitivity theories, I hypothesize and empirically (...) test the relationship between board gender diversity and the readability of narrative disclosure in 10-K reports. Based on a relatively large sample of Russell 3000 firms for the years 2002–2018, I find a significant positive impact of BGD on 10-K reports’ readability, which in turn improves firm performance. Channel analysis reveals that the findings are driven by female independent directors, and their representation on audit and compensation committees; however, board activity does not appear to drive this relationship. Finally, I find that although gender discrimination in the appointment of directors spurs complex readability, the BGD-readability relationship is consistent in gender-biased and non-discriminant firms. I also check the robustness of our main empirical results in several ways. My study has important regulatory and managerial implications in that corporate governance is an important determinant of the readability of disclosure documents. (shrink)

This study examines the impact of board gender diversity on financial misconduct. The findings suggest firms with gender-diverse boards commit fewer financial reporting mistakes and engage in less fraud. The findings hold after accounting for the potentially endogenous nature of board demographic characteristics via instrumental variable approach. Furthermore, the findings are consistent in pre- and post-regulation periods and hold for firms with good and bad governance. The findings do not seem driven by differences in effort or quality, in terms of (...) independence and expertise, of female and male directors. The benefit derived from increasing the number of female directors on corporate boards seems to diminish at higher levels of gender diversity, indicating that impact of gender diversity on decreasing the likelihood of financial misconduct may be a result of a change to board group dynamics. (shrink)

ABSTRACT:Despite 40 years of equal opportunities policies and more than two decades of government and organization initiatives aimed at helping women reach the upper echelons of the corporate world, women are seriously underrepresented on corporate boards. Recently, fifteen countries sought to redress this imbalance by introducing gender quotas for board representation. The introduction of board gender quota legislation creates ethical tensions and dilemmas which we categorize in terms of motivations, legitimacy, and outcomes. We investigate these tensions through four overarching theoretical (...) perspectives: institutional, stakeholder, social identity, and social capital. We outline a future research agenda based on how these tensions offer greater focus to research on quotas and more broadly to ethics and diversity in organizations in terms of theory, anticipated ethical tensions, data, and methodology. In sum, our review seeks to synthesize existing multidisciplinary research and stimulate future enquiry on this expanding set of legislation. (shrink)

Under resource dependence theory, firms should benefit from diverse boards of directors. Ethical arguments also highlight that boards should be as diverse as the stakeholders and communities that they serve. In an attempt to increase diversity and women’s presence on boards of directors, legislative efforts have enacted gender quotas. We examine how such efforts are perceived by U.S. market participants. We expect that when a firm operating under a quota law meets only the minimum requirement, investors will view the female (...) directors through the lens of token status theory and invest fewer resources in that firm than they will in a firm that exceeds the quota minimum or has the same composition but is not under a quota law. Through an experiment with 207 MTurk participants, we manipulated whether a firm was or was not under a quota law and whether the number of female board members was just at or exceeded the law’s minimum compliance. We find evidence that under a quota system, U.S. market participants tend to view female directors as tokens when the firm is just at the quota minimum, and these perceptions both affect their view of the firm’s prospects and negatively influence investment decisions. Importantly, however, we find that these negative effects can be offset and that resource dependence theory holds if the firm _exceeds_ the quota, signaling that the hiring of female directors is not simply compliance-dependent and subsequently leading U.S. market participants to invest more resources in the firm. (shrink)

In recent years, the US and the EU have pursued markedly different agendas in the pursuit of board gender diversity. The EU has taken a more pro-active governmental approach of mandated quotas, whereas the US is relying largely on the endogenous mechanism of shareholder diversity proposals. Despite their obvious allure as a means of bringing about rapid change, evidence is mounting that board gender diversity quotas may yield various deleterious side effects; and quotas may not be as successful in their (...) core aim of promoting gender diversity as initial broad statistical measures indicate. In this paper we critique the expanding EU quota regime, and consider US shareholder proposals as an alternative change mechanism for improving gender diversity in corporate boards. As an alternative to quotas, diversity resolutions are often dismissed as ineffective because the vast majority fail to formally pass (with a failure rate close to 95%). However, on closer inspection, this ‘failure’ actually results in success. Contrary to the conventional ‘folk’ wisdom -- in the quest to promote gender diversity on corporate boards, the endogenous (US) mechanism of board diversity proposals has, to date, resulted in similar increases in gender diversity as the exogenous (EU) mechanism of government-mandated gender quotas. Furthermore, the former mechanism is more consistent with recent ‘third-wave’ feminist theory. We conclude with the policy recommendation that, rather than quotas, the EU should focus on removing the regulatory barriers that inhibit shareholder democracy. (shrink)

In this study, we use a mixed methods research design to investigate how national cultural forces may impede or enhance the positive impact of females’ economic and political empowerment on increasing gender diversity of corporate boards. Using both a longitudinal correlation-based methodology and a configurational approach with fuzzy-set qualitative comparative analysis, we integrate theoretical mechanisms from gender schema and institutional theories to develop a mid-range theory about how female empowerment and national culture shape gender diversity on corporate boards around the (...) world. With our configurational approach, we conceptually and empirically model the complexity that is associated with the simultaneous interdependencies, both complementary and substitutive ones, between female empowerment processes and various cultural dimensions. Our findings contribute unique insights to research focused on board gender diversity as well as provide information for firm decision makers and policymakers about possible solutions for addressing the continuing issue of the underrepresentation of women on corporate boards. (shrink)

Understanding the spread of national public policies to increase the percentage of women on boards is often presented using different types of institutional theory logic. However, the importance of the political games influencing these decisions has not received the same attention. In this article, we look beyond the institutional setting by focusing on the role of actors. We explore processes that include who the critical actors that drive and determine these policies are, and what motivates them to push for change. (...) We employ a processual design approach using a longitudinal country-comparative case study exploring the case of Norway, England, Germany and Italy. We map the political games, both inside and outside legislative areas, including the micro-politics among various actors and groups of actors in the selected countries. Data are collected through participation observations, interviews and text analyses. The study contributes by filling important gaps in the literature by embedding the discussion about women on boards in politicking and national public policies and by introducing dynamic perspectives. Finally, by using a processual design approach, we capture the reality of the women on board debates at different points of time and in different actor and motivational contexts. The study has consequences for how policy-makers and businesses may follow up and act, based on the debates. (shrink)

Although establishing gender equality in board and managerial positions has recently become more important for organizations, companies with low levels of gender diversity seem to perceive an ethical dilemma regarding the ways, in which they attempt to attain it. One way that organizations try to move toward gender equality is through the use of their corporate websites to manage potential applicants’ impressions of their current levels of, and actions to improve, gender diversity. The dilemma is whether to truthfully communicate their (...) low level of gender diversity, conceal it, or exaggerate it. On the one hand, organizations that are truthful may find it difficult to achieve equality because women are less attracted to companies that lack diversity. On the other hand, organizations that are untruthful risk their moral legitimacy. The present work investigates gender diversity-related communication on the corporate websites of 99 major German companies. Based on theoretical work on minority attraction, we apply an organizational impression management taxonomy to guide our in-depth content analysis. With this approach, we hope to advance the understanding of how the issue of gender diversity is presented on corporate websites, which is useful for both organizational decision makers as well as diversity researchers. We found that although gender diversity-related communications on corporate websites contain both assertive and defensive organizational impression management tactics, as well as a third type of tactic we refer to as “acknowledgement,” assertive tactics were used more frequently. We argue the existence of a paradox whereby organizations use assertive impression management tactics to maintain pragmatic legitimacy but compromise their moral legitimacy by doing so. Furthermore, we argue that moral legitimacy can be maintained or restored through the sincere use of defensive impression management tactics and acknowledgement. (shrink)

Issues of social justice underlie the clamour for greater gender balance in top-management. The present study reveals that pursuit of such social justice is also value-enhancing in relation to the longer-run performance of initial public offerings stocks, especially where female board members are unencumbered by family-connection with other directors. This study examines the economic benefits of board gender diversity for state- and privately controlled firms in the Hong Kong IPO market. Gender board diversity is much less common in state-run IPO (...) firms. Within the subset of privately controlled IPO firms, distinction exists between entities that accommodate family-connected board officers and those that do not. Specifically, this study focuses on family-ties between board members. This issue allows for finer-grained assessment of family influence on firm performance. Stronger post-listing stock, return-on-assets and sales-on-assets performance arise in privately controlled firms without family-connected board members and in state-run entities. Gender diversity thus serves as a positive, but only when female director presence is untrammelled by family associations between directors. However, there is little evidence of a link between female board representation and IPO underpricing. Relative to state-backed issuers, privately controlled firm boards accommodate more women, younger officers and a broader mix of nationalities, but appear more-inclined to unify CEO and chair positions. Board duality, the fraction of independent directors and directors’ age and nationality exhibit little relation with initial and aftermarket stock returns. In prescriptive terms, minority investors gain from the inclusion of female directors, especially when IPO firm directors are unencumbered by family-affiliation with other board members. Results therefore add to the clarion of calls for greater female board presence. (shrink)