<p>This literature study aims to identify international best practice concerning the role of the board and more particularly that of the independent director in ensuring good corporate governance. The study is based on sources which include a large contingent of up to date sources on the subject ranging from newspaper articles, journal articles, various corporate governance codes, company reports and reports on governance such as Cadbury and Higgs.</p>

Traditional scholarship on corporate law evidences the lack of analysis undertaken to understand the interconnectivity between businesses and the societies in which they operate where , scholarship and case law had favored shareholder primacy. However, an analysis of Section 122 of the Canadian Business Corporations Act (CBCA), reveals that the ambiguous language of director’s duties under the CBCA allows for the courts to continue modernize the law inclusive of stakeholder rights without requiring statutory amendments. Therefore, this thesis argues that courts have the flexibility to interpret that directors are within their duties to balance the rights of both shareholders and stakeholders. In fact, this thesis argues that stakeholder theory is superior to shareholder theory in consideration of law and morality. By concluding that stakeholder theory is the new accepted standard in Canadian Corporate law, this paper offers directors guidance on how to perform their role in accordance with the CBCA.

Traditional scholarship on corporate law evidences the lack of analysis undertaken to understand the interconnectivity between businesses and the societies in which they operate where , scholarship and case law had favored shareholder primacy. However, an analysis of Section 122 of the Canadian Business Corporations Act (CBCA), reveals that the ambiguous language of director’s duties under the CBCA allows for the courts to continue modernize the law inclusive of stakeholder rights without requiring statutory amendments. Therefore, this thesis argues that courts have the flexibility to interpret that directors are within their duties to balance the rights of both shareholders and stakeholders. In fact, this thesis argues that stakeholder theory is superior to shareholder theory in consideration of law and morality. By concluding that stakeholder theory is the new accepted standard in Canadian Corporate law, this paper offers directors guidance on how to perform their role in accordance with the CBCA.

Multi-stakeholder dialogue and collaborations have been considered as ‘panacea’ for complex local to global problems confronting governments, businesses and society. And for over a decade now, they have also been increasingly promoted as mechanisms to achieve sustainability. There is, however, a dearth of empirical studies that give deeper insights into the practical dimensions and various implications of such processes for sustainability. This dissertation explores how multi-stakeholder organising processes for sustainability occur in local settings. It relies on a theoretical framework that combines institutional and social movements theoretical perspectives. Such a theoretical cross-fertilisation has been helpful in explaining: (a) how the macro institutional context of sustainable development influences micro interactions of individuals during collaborations; and (b) how those micro interactions may influence the sustainability movement organised at macro societal levels. The dissertation is philosophically based on the principles of critical hermeneutics. It draws on the works of Hans-Georg Gadamer and Jürgen Habermas to understand the nature of reality, society and human relationships. The study also uses literature on sustainable development, organising, dialogue, collaboration, stakeholder engagement, emotions and time. Three cases of multi-stakeholder dialogic collaborations organised to address sustainability of two regions in New Zealand were investigated through observations, interviews with participants and documentary research. These processes were developed in response to a regulatory change in New Zealand – the new Local Government Act (2002) which emphasises sustainable development of communities. The data across the three cases was analysed using principles of grounded theory and critical hermeneutics. Analysis reveals how various kinds of institutional pressures (engulfing cultural-cognitive, regulative and normative institutions connected with sustainable development) confront different stakeholders with varying intensities. Those pressures influence stakeholders to become involved in and commit to such collaborations. And as stakeholders participate in such processes, they are shown to engage with one another rationally and emotionally, and with different conceptions of time. The collaborations thus can be characterised by a complex fusion of rationality, emotionality and temporality. On the one hand, multi-stakeholder dialogic collaborations stimulate learning, facilitate relationship building and build social capital for implementing sustainable development. They thus prove themselves as potent governance mechanisms that can help to institutionalise sustainable development. On the other hand, multi-stakeholder dialogic collaborations for sustainability are highly messy, unpredictable, paradoxical and conflict-ridden processes of stakeholder engagement. They are shown to suffer from three major problematics: problematic of misunderstandings; problematic of stakeholders’ emotions; and problematic of stakeholders’ time. They thus, ironically and paradoxically, are also problematic solutions for sustainability.

Magister Commercii - MCom / This literature study aims to identify international best practice concerning the role of the board and more particularly that of the independent director in ensuring good corporate governance. The study is based on sources which include a large contingent of up to date sources on the subject ranging from newspaper articles, journal articles, various corporate governance codes, company reports and reports on governance such as Cadbury and Higgs. / South Africa

Organizational researchers have recently taken an interest in the ways in which social movements, non-governmental organizations (NGOs), and other secondary stakeholders attempt to influence corporate behavior. Scholars, however, have yet to carefully probe the link between secondary stakeholder legal action and target firm stock market performance. This is puzzling given the sharp rise in NGO-initiated civil lawsuits against corporations in recent years for alleged overseas human rights abuses and environmental misconduct. Furthermore, few studies have considered how such lawsuits impact a target firm’s intangible assets, namely its image and reputation. Structured in the form of three essays, this dissertation examined the antecedents and consequences of secondary stakeholder legal activism in both conceptual and empirical settings. Essay One argued that conventional approaches to understanding political risk fail to account for the reputational risks to multinational enterprises (MNEs) posed by transnational networks of human rights NGOs employing litigation-based strategies. It offered a new framework for understanding this emerging challenge to multinational corporate activity. Essay Two empirically tested the relationship between the filing of human rights-related civil lawsuits and corporate stock market performance using an event study methodology and regression analysis. The statistical analysis performed showed that target firms experience a significant decline in share price upon filing and that both industry and nature of the lawsuit are significantly and negatively related to shareholder wealth. Essay Three drew upon social movement and social identity theories to develop and test a set of hypotheses on how secondary stakeholder groups select their targets for human rights-related civil lawsuits. The results of a logistic regression model offered support for the proposition that MNE targets are chosen based on both interest and identity factors. The results of these essays suggest that legal action initiated by secondary stakeholder groups is a new and salient threat to multinational business and that firms doing business in countries with weak political institutions should factor this into corporate planning and take steps to mitigate their exposure to such risks.

Idén att företag liksom andra slags organisationer har intressenter, vars krav måste tillgodoses, har numera blivit allmänt accepterad inom organisationsteori och företagsekonomi. Det innebär att the stakeholder theory, på svenska intressentmodellen, är ett centralt tema i litteratur och handböcker inom företagsekonomi och affärsetik. Emellertid ges orden intressent, intressentmodell och intressentteori olika innebörd även om samma termer nyttjas. Förklaringar ges med olika argument och stöd som emellanåt kan vara motsägelsefulla samtidigt som modellens varianter med sina respektive konsekvenser inte alltid tydliggörs. I denna studie fokuserar jag på den normativa kärnan i en tidig version av stakeholder theory formulerad av Donaldson och Preston (1995) och diskuterar hur den i en alternativ version kommit att få en annan innebörd. Transformationen kan förklaras med att en av de grundläggande utgångspunkterna, rationalitet, ges olika innebörd. Syftet med studien är inte bara att undersöka huruvida utan även att argumentera för och visa att en senare version av intressentmodellen, som tar sin grund i en formell eller instrumentell rationalitet, har kommit att dominera över den - av kantiansk etik inspirerade - tidigare versionen som utgår från en expressiv rationalitet. Detta syfte uppnås genom att undersöka förekomsten av en etisk dimension i ett antal svenska börsnoterade företags miljöredovisningar. Som ett komplement har även analyserats i vilken utsträckning urvalets årsredovisningar innehåller den för teorin centrala termen intressent och vilken innebörd företagen ger denna term.

Family firms are replete with problems concerning family and business issues but they remain the most dominant form of business worldwide. Decisions about strategy, structure, and goals of the firm play an integral part in the distinction of family firms from nonamily firms (Chrisman, Chua & Sharma, 2005) and these decisions are further complicated in the family firm by the interaction of the family and business systems (Stafford, Duncan, Danes & Winter, 1999). Sharma (2000) and Chrisman and colleagues (2005) call for research of this interaction through the utilization of stakeholder theory because family firms involve a specific array of stakeholders with different stakes and different levels of salience. This dissertation further investigates the interaction of the family and the business in a new and interesting way. This will be the first attempt to investigate the way stakeholders and their salience affects the goals and performance of family firms. The dissertation developed below focuses on the differences that exist among the salience of stakeholders in the family firm. I first develop theory-based hypotheses on a variety of relationships within the family and family firm that will contribute to a better understanding of the behavior of family firms. Second, I describe the research methodology and sample design to be utilized to test the developed hypotheses. I expect my results to not only empirically validate my research questions but to also provide practical and useful information for future research in this area. The aim of this study is to contribute to knowledge by empirically testing a framework for stakeholder salience in the family firm as well as assessing how the salience of particular groups affect the performance of family firms.

This dissertation includes three essays about nonprofit organizations. The first essay investigates how the availability of financial and intellectual capital in the macro-environment influences the formation of nonprofit organizations. The analysis is an extension of Weisbrod's (1975) Heterogeneity Hypothesis and Ben-Ner and van Hoomissen's (1991) "social cohesion" principle. Findings indicate financial capital and intellectual capital are important to the formation of nonprofits, but the strength and direction of their influence varies by industry. The second essay applies Stakeholder Theory to predict the influence of board members, donors, and beneficiaries on nonprofits' performance. The study incorporates 134 charities from six different industries over a five year period and finds nonprofit performance is driven by the interests of the most salient stakeholders. Furthermore, the analysis indicates nonprofit stakeholders have the ability to control the behaviors of managers; behaviors which are not necessarily aligned with mission statements. No evidence, however, suggests salient stakeholders with shared interests collaborate for mutual benefit. Stakeholder Theory is also used in the third essay to predict the moderating role stakeholders fulfill in the relationship between environmental uncertainty and nonprofits' strategic decisions. The study incorporates the same database as the second essay and discovers the influence of environmental uncertainty on nonprofits' strategic decision depends on the ability of salient stakeholders to diversify their interests. The identified effect encourages Stakeholder Theory applications adopt a dual-perspective approach to the concept of salience; such applications need to account for the salience of the stakeholder to the organization and the salience of the organization to the stakeholder. / Business Administration/Strategic Management

Yes / This study aimed to investigate the relationships between blockchain adoption barriers and identified the salient stakeholders for blockchain adoption in containerized international trade. The interpretative structural modelling and Cross-Impact Matrix Multiplication Applied to Classification analyses indicated that the most impactful among the eight barriers are lack of support from influential stakeholders, lack of understanding regarding blockchain, and lack of government regulations. The stakeholder mapping analysis demonstrated that the high salient stakeholders among 11 legitimate stakeholders are container lines, ports, beneficial cargo owners, freight forwarders/third party logistics, and customs authorities. The study is original and contributes to theory and practice as it uncovers both impactful barriers and critical stakeholders by adopting a stakeholder theory perspective and offers significant implications to practice, policy, and theory by combining these two analyses.