CORPORATE GOVERNANCE DEVIANCE

• 成果类型: Article
• 署名作者: Aguilera, Ruth V.; Judge, William Q.; Terjesen, Siri A.
• 署名单位: Northeastern University; Universitat Ramon Llull; Escuela Superior de Administracion y Direccion de Empresas (ESADE); Old Dominion University; American University
• 刊物名称: ACADEMY OF MANAGEMENT REVIEW
• ISSN/ISSBN: 0363-7425
• DOI: 10.5465/amr.2014.0394
• 发表日期: 2018
• 页码: 87-109
• 关键词: ORGANIZATIONAL IDENTITY; INSTITUTIONAL COMPLEXITY; entrepreneurship; management; FIRMS; POWER; CONSTRUCTION; COMPENSATION; performance; capitalism

摘要

We develop the concept of corporate governance deviance and seek to understand why, when, and how a firm adopts governance practices that do not conform to the dominant governance logic. Drawing on institutional theory, coupled with both the entrepreneurship and corporate governance literature, we advance a middle-range theory of the antecedents of corporate governance deviance that considers both the institutional context and firm-level agency. Specifically, we highlight the centrality of a firm's entrepreneurial identity as it interacts with the national governance logic to jointly create corporate governance discretion (i.e., the latitude of accessible governance practices) within the firm. We argue that as a firm's governance discretion increases, it will be more likely to adopt overconforming or underconforming governance practices that deviate from established norms and practices. Moreover, we propose that adopting a deviant corporate governance practice is contingent on the governance regulatory environment and a firm's corporate governance capacity. We conclude by advancing a new typology of corporate governance deviance based on a firm's over-or underconformity with the dominant national logic, as well as its entrepreneurial identity motives. This globally relevant study refines and extends comparative corporate governance research and enriches our current understanding of the institutional logics perspective.