A Survey of Governance Disclosures Among U.S. Firms
33 Pages Posted: 9 Dec 2009 Last revised: 9 Oct 2009
There are 2 versions of this paper
A Survey of Governance Disclosures Among U.S. Firms
Abstract
Recent years have featured a spate of regulatory action pertaining to the development and/or disclosure of corporate governance structures in response to financial scandals resulting in part from governance failures. Despite this attention there have been relatively few comprehensive studies of governance disclosure practices and response to the regulation. In this study, we examine a sample of 50 U.S. firms and their public disclosure packages from 2004. We find a high degree of variability in the presentation of and reporting format choices for many elements of the governance structure. This variability includes several items for which disclosure is mandated by regulators or legislative action. In particular, smaller firms offer fewer disclosures pertaining to independence, board selection procedures, and oversight of management (including whistle-blowing procedures). There are also trends associated with board characteristics: boards that are less independent offer fewer disclosures of independence and management oversight matters. Moreover, large firms provide more disclosures of independence standards, board selection procedures, audit committee matters, management control systems, other committee matters, and whistle-blowing procedures but do not appear to have a strictly superior information environment when compared to smaller firms. The findings raise questions about compliance with regulatory requirements and the degree to which conflicts of interest between managers and directors are being controlled. While there have been notable improvements in the information environment of governance disclosures, there remain structural issues that may possess negative ramifications for stakeholders.
Keywords: Disclosure, Corporate Governance, Non-financial Information, Governance Reporting, Ethics, SEC Regulation
JEL Classification: G34, G35, G38, G39, M14, M41, M45
Suggested Citation: Suggested Citation
Do you have a job opening that you would like to promote on SSRN?
Recommended Papers
-
Using Nonfinancial Measures to Assess Fraud Risk
By Joseph F. Brazel, Keith L. Jones, ...
-
A Survey of Governance Disclosures Among U.S. Firms
By Lori Holder-webb, Jeffrey R. Cohen, ...
-
The Supply of Corporate Social Responsibility Disclosures Among U.S. Firms
By Lori Holder-webb, Jeffrey R. Cohen, ...
-
The Supply of Corporate Social Responsibility Disclosures Among U.S. Firms
By Lori Holder-webb, Jeffrey R. Cohen, ...
-
Assurance on Sustainability Reports: An International Comparison
By Roger Simnett, Ann Vanstraelen, ...
-
Institutional Investors and the Language of Finance: The Global Metrics of Market Performance
By Gordon L. Clark, Tessa Hebb, ...
-
By Jeffrey R. Cohen, Lori Holder-webb, ...
-
The Question of Disclosure: Providing a Tool for Evaluating Management's Discussion and Analysis
-
Corporate E-Governance Disclosure in the Digital Age: An Empirical Study of Spanish Listed Companies