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All content following this page was uploaded by Dr. Pankaj M. Madhani on 14 June 2019.
Pankaj M Madhani*
Introduction
Corporate governance is the system by which firms are directed and controlled. The corporate
governance structure specifies the distribution of rights and responsibilities among different
stakeholders in the system, such as the board, managers, shareholders and spells out the rules
and procedures for making decisions on corporate affairs. Thus, corporate governance
provides an ethical process as well as well-defined structure through which the objectives of
the firm, the means of attaining such objectives, and systems of monitoring performance are
also set.
As such corporate governance is an institutional arrangement that not only addresses the
agency problem between shareholders and managers of the firm, but also provides the context
for the decisions taken by the top management of the firm. In this context, the fundamental
objective of a corporate governance framework is to identify a basis for strategic cooperation
* Professor, ICFAI Business School (IBS), IBS House, Opp. AUDA Lake, Near Science City, Off. S G Road, Ahmedabad
380060, Gujarat, India. E-mail: pmadhani@iit.edu
The2016
© Relationship Between
IUP. All Rights Ownership Types and Corporate Governance
Reserved. 7
and Disclosure Practices of Firms Listed on Indian Stock Exchange
between shareholders and managers of the firm such that the agency problem is reduced and
a basis for decisions that promote the competitiveness of the firm is provided.
The corporate governance covers a wide range of measures. Researchers classify these
measures into internal and external corporate governance mechanisms. Corporate governance
mechanisms can be considered as key factors explaining the level of disclosure by various firms.
With internal corporate governance mechanisms, the types of ownership and structure of the
firm, the board characteristics such as size and composition, the auditor and the major
committees of the board acquire special significance. Within external corporate governance
mechanisms, the external market and market competition play a significant role in improving
corporate governance. The internal and external corporate governance mechanisms in turn are
shaped by the overall legal and institutional environments of the country. This research
emphasizes on study of corporate governance and disclosure practices of firms segregated
according to types of ownership (private as well as public sector and foreign firms). Private
sector and public sector firms are constituents of domestic firms, while foreign firms are
subsidiaries of Multinational Corporations (MNCs).
Private sector, public sector and foreign firms are diverse entities with different management
philosophy, responsibility and structure. In relation to corporate governance and disclosure
practices, despite the differences, there are corporate governance principles, such as
accountability, transparency, and ethical business conduct, that are equally applicable for these
diverse entities. This research works in this direction and focuses on private sector, public sector
and foreign firms across various sectors listed on Bombay Stock Exchange (BSE), to study their
corporate governance and disclosure practices.
Literature Review
Corporate governance is the act of protecting shareholders from expropriation by managers.
It benefits shareholders through increased disclosure of information, which results in lower
asymmetric information (Mitton, 2002). Given the relevance that corporate governance
information has for capital markets, it is evident that firms should adopt such corporate
governance codes and reveal this information to contribute to the improvement of their
transparency. As such corporate transparency refers to the disclosure of firm-specific
information to outside constituents of the firm and is an integral part of corporate governance
practices. Disclosure may be considered the foundation of any system of corporate governance
(Cadbury, 1999).
Increased public interest in corporate transparency is also reflected in recent corporate
governance regulations that have been introduced by stock exchanges and regulators
worldwide. Firms, across the globe, recognize that there are economic benefits to be gained
from a well-managed disclosure policy. This shows that firms in need of a good deal of external
financing, such as rapidly growing firms, have an incentive to improve their disclosure and
corporate governance. A detailed and structured system of disclosure enables investors to
understand and obtain accurate and reliable information of companies in order to make better
investment decisions (Ho et al., 2008).
10. Efficiency Technical efficiency basic Economic efficiency is often at the cost of
requirement technical efficiency
11. Financial Cash flow crucial to survival Cash not an operating constraint, as
Controls government has a macro monetary role
Foreign Firms
(22%)
Private Sector
Firms (61%) Public Sector
Firms (17%)
6
Frequency
0
10.00 20.00 30.00 40.00 50.00
CGD Score
Mean CG Score = 25.96; SD = 7.44; Sample Size = 54
1. IT Infosys Private 37
2. Wipro Private 47
3. Oracle Financial Foreign 20
4. HCL Private 34
5. TCS Private 33
6. Mahindra Satyam Private 21
7. Auto Mahindra & Mahindra Private 31
8. Tata Motors Private 34
9. Cummins Foreign 13
10. Maruti Suzuki Foreign 19
11. Bajaj Auto Private 24
12. Hero MotoCorp Private 22
13. Capital Goods L&T Private 31
14. ABB Foreign 22
15. Siemens Foreign 28
16. Pipavav Defence Private 21
17. Crompton Greaves Foreign 23
18. BHEL Public 24
Values of minimum, maximum, mean and standard deviation of CGD score for various
ownership types have been presented in Table 5. The results show that there is a difference
between the mean and standard deviation of CGD score for various ownership types.
The research also identifies the top firm in each ownership type with respect to CGD score
(Table 6).
Table 7 shows that private firms are present in all sectors and all firms in consumer durables
sector are private. It is also evident that consumer durables sector has lowest CGD score among
all sectors. Also, Reliance Industries is the only private sector firm in oil and gas sector.
Table 8 shows the key statistics of the CGD scores of private sector firms.
S. Mean CGD
Private Sector Firms Sector CGD Score
No. Score of Sector
1. L&T Capital Goods 31
25
2. Pipavav Defence Capital Goods 21
9. Hindalco Metal 20
26
10. Jindal Steel & Power Metal 17
Further, Table 9 shows the CGD scores of public sector firms. It shows that public sector
firms are related to oil and gas, power, metal and capital goods sectors. The power sector
comprising three firms is found to have the highest level of CGD score of 27.33 as compared
to other sectors in this category. The government holdings in public sector firms range from
54.93% (Bharat Petroleum) to 90% (Coal India) among the sample firms of this study as the
S. Mean CGD
Public Sector Firms Sector CGD Score
No. Score of Sector
1. BHEL Capital Goods 24 24
2. ONGC Oil and Gas 31
3. IOC Oil and Gas 28
25.75
4. GAIL Oil and Gas 20
5. Bharat Petroleum Oil and Gas 24
6. NTPC Power 28
7. NHPC Power 29 27.33
8. Power Grid Power 25
9. Coal India Metal 24 24
Overall 25.89
Table 11 shows the CGD scores of foreign firms (MNC subsidiaries). It shows that foreign
firms are not present in consumer durables and power sector. It is evident that auto sector has
the lowest CGD score among all the sectors in this category. Also, most foreign firms are in
FMCG sector. Table 12 shows the key statistics of CGD scores of foreign firms.
Table 13 shows key statistics of CGD score across various sectors in this study, grouped
according to various type of ownership, i.e., foreign firms, private and public sector firms.
Hypothesis Testing
The explanatory variable used in the present research is various types of firm ownerships. The
study aims to find out if CGD scores of firms with different types of ownerships are significantly
4. Sterlite Metal UK 30 30
Overall 22.33
different. The results presented in Table 14 show that the significance value is greater than 0.05.
Therefore, at 5% level of significance, the null hypothesis of equality of means fails to be
rejected. Thus, there exists no significant difference among the average CGD scores of firms
across various ownership types, i.e., foreign firms, private sector and public sector firms.
Table 14: Results of ANOVA and the Kruskal-Wallis Test for Difference
Among Various Ownership Types
Components of Hypothesis F-Value Sig. Chi-Square Sig.
CGD scores of firms are not significantly 2.044 0.140 4.010 0.135
different across various types of ownership
Conclusion
The empirical evidence from this study enhances the understanding of the relationship between
ownership types and corporate governance and disclosure of firms listed on Indian stock
exchange. In this research, the corporate governance and disclosure practices of foreign firms,
private sector and public sector firms listed on S&P BSE sectoral indices were studied. Revised
Clause 49 of listing agreement has lessened the differences between foreign firms and private
sector firms. Similarly, public sector reforms have lessened the differences between the private
sector firms and public sector firms. Hence, a clear picture emerges from this study that in the
Indian context, there is no statistically significant difference in the CGD scores of firms across
various ownership types, such as foreign firms, private sector firms and public sector firms.o
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