Examinations of boards of directors of smaller corporations have been largely absent from the academic literature. This study addresses this void by examining several aspects of commonly prescribed board configurations for entrepreneurial (high growth) and small (stable growth ) corporations. Specifically, we address board composition and board leadership structure, as well as the impact of officer and director stock holdings and institutional holdings. Stepwise multiple regression analysis reveals that these governance variables significantly add to the explanation of financial performance for both sets of firms. The implications of these findings for Chief Executive Officers (CEOs) and boards of directors are discussed.

In this study, we examine those factors generally considered to impact IPO performance to assess the extent to which investment bankers might utilize this information in determining the spread within which the offering price is likely to be set and in setting the offering price. Interestingly, we find no evidence that the variables investigated are related to either IPO offer price spread or the IPO offer price. The implications of these findings are notable, as they raise the issue of what information might account for investment bankers' valuation decisions, as captured in the offer price spread and offer price.

Not since the passage of the Securities and Exchange Commission Act of 1934 have matters of corporate governance received such concentrated attention. The failures of a series of notable US companies, beginning with Enron Corporation, have reignited attention toward effective corporate governance. The single most remarkable governance‐related outcome of the Enron failure is the passage of the Sarbanes‐Oxley Act of 2002. Congress passed this legislation as a means for remedying the types of governance failures that are believed to have significantly contributed to Enron’s downfall.

States that there are several recent developments in the area of corporate governance (CG) reform that highlight issues of board independence and CG “best practices”. Notes that CG reforms often focus on achieving board independence. Concludes, that ultimately, the performance of any board is a function of the individual characters comprising it.

While a ubiquitous phenomenon, initial public offerings (IPOs) have received no attention in the ethics literature. We provide an overview of a series of potential conflicts of interest that pervade the IPO process. We also report the results of an empirical assessment of IPOs and those elements that may inform a substantive moral hazard faced by key players in the period prior to and just after an IPO.

The field of corporate governance is at a crossroads. Our knowledge of what we know about the efficacy of corporate governance mechanisms is rivaled by what we do not know. This special topic forum is dedicated to continuing the rich tradition of research in this area, with the hope that the models and theories offered will propel corporate governance research to the next level, enhancing our understanding of those governance structures and mechanisms that best serve organizational functioning.

The governance of organizations with dispersed ownership has received academic attention for over seven decades. Early research focused largely on managerial opportunism and mechanisms for minimizing its impact on shareholder wealth. The governance landscape has dramatically changed in the past several decades with the emergence of powerful owners such as institutional investors and large blockholders, as well as increased reliance on equity-based forms of compensation. Contemporary researchers must account for the impact of these diverse owners on organizations' governance and performance. This Special Research Forum on Governance through Ownership is dedicated to furthering this rich tradition of research.

This paper examines two recent trends relative to boards of directors' compensation, and their potential incompatibility. There has been some progress in increasing board diversity, specifically the inclusion of women and minorities on boards. The increasing trend requiring directors to hold/purchase equity as a requirement of board membership may seriously compromise further improvements in diversifying boards. Also, an increasing number of companies compensate directors partially or fully in stock grants and options. These compensation policies may be exclusionary, especially for women and minorities, impacting the quality of boardroom discussions and decisions. This study systematically examines whether corporations requiring director equity are exclusionary toward women and minority directors. Contrary to being exclusionary, companies with director stock requirements and annual stock awards have greater representation by women and minorities on their board. Moreover, larger companies are both more likely to have such policies and have higher proportions of women and minorities on the board.

Empirical research has not consistently identified antecedents for predicting post‐acquisition performance. We employ meta‐analytic techniques to empirically assess the impact of the most commonly researched antecedent variables on post‐acquisition performance. We find robust results indicating that, on average and across the most commonly studied variables, acquiring firms' performance does not positively change as a function of their acquisition activity, and is negatively affected to a modest extent. More importantly, our results indicate that unidentified variables may explain significant variance in post‐acquisition performance, suggesting the need for additional theory development and changes to M&A research methods. Copyright © 2003 John Wiley & Sons, Ltd.

Are they an effective executive retention strategy? Studies say no.

Initial public offerings (IPOs) have been a prominent focus of academic and popular press attention, especially in recent years. Much of this attention can be attributed to the increase in IPO activity as a function of the “dot com” phenomenon. Of particular interest to both academics and practitioners is IPO underpricing. Review of existing research suggests little consensus regarding those factors associated with underpricing. We provide a meta-analysis of published studies. Our findings reveal a number of significant relationships, many of which are opposite that predicted by signaling theory. Implications of these findings for practice and future research are discussed.

The article acknowledges authors who have contributed articles to the special section about corporate governance.