Abstract
Executive risk, which is concerned with threats confronting directors and officers of business organizations, is a practically important but theoretically neglected aspect of corporate governance; this article re-conceptualizes this notion in a more theoretically complete context of ‘executive threats’. The Ecosystem of Executive Threat model captures dyadic interactions between business organizations and seven distinct stakeholder groups, in addition to also accounting for the interaction-shaping influence of three distinct (stakeholder) expectation- and norm-shaping forces. Furthermore, the ecosystem conceptualization expressly differentiates between upside and downside threats, as well as non-estimable uncertainty, probabilistic risks and defined liability, with the goal of enabling a more comprehensive assessment of individual threats. Altogether, the ecosystem-based conceptualization supports ta more thorough forward-looking assessment of the totality of threats confronting directors and officers of business organizations by expressly contemplating not-yet-materialized but theoretically plausible dangers, in addition to those with established recurrence patterns.
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Notes
The exact definition of ‘executive officer’ may vary across countries (for example, in the United States, the top executive officer is typically known as the Chief Executive Officer, whereas in the United Kingdom the title of Managing Director is more commonly used) as well as states (in the United States, since US corporate law is rooted in state law). Furthermore, the line of demarcation separating executive officers from other corporate managers may also vary across jurisdictions, as some base the distinction on job titles (for example, only those referred to as ‘chief’, such as Chief Executive or Chief Financial Officers), while others use compensation (for example, California defines ‘executive officers’ as the top five most highly compensated corporate officers).
Though manifestly bearing the same name as the public/political leadership selection process, the process of ‘electing’ corporate directors is considerably less democratic for a number of reasons, not the least of which is that shareholders rarely, if ever, have adequate informational basis for voting for or against individual candidates. In terms of procedure, directors are usually nominated by the executive management and then typically voted on during the annual shareholder meeting; considering that relatively few shareholders attend those meetings, in practice, corporate directors are effectively selected by firms’ executive managers and legitimized by proxy votes (or the holders of those votes, often fund managers).
Most notably, the Securities Act of 1933 and the Securities Exchange Act of 1934.
Estimate based on analyses of 2010–2015 annual public filings as reported by Standard & Poor’s Compustat database.
Although that is beginning to change as some other countries, such as the United Kingdom, Germany and France, have all taken limited steps in that direction, at the time of this research the United States is the only developed country that allows large-scale – that is, class action – shareholder suits.
http://www.sec.gov/spotlight/optionsbackdating.htm
Option backdating is the act of granting an option to purchase a security that is dated before the date of the grant itself, which means that the exercise price of the granted option can be set at a lower price than that of the company’s stock at the granting date, thus ensuring that the granted option is of value to the holder. The concept, first put forth in 2005 by Erik Lie, a researcher at the University of Iowa, in a paper titled ‘On the Timing of CEO Stock Option Awards’ (Management Science, Vol. 51(5), pp. 802–812), ultimately led to about 2 dozen shareholder class action suits.
It is worth noting that representatives of individual states drafted the Uniform Business Corporations Act in 1928 with the goal of creating a country-wide set of standards, though only three states adopted it. In 1950, the American Bar Association drafted the Model Business Corporation Act, which has been revised numerous times, most recently in 2005, with the majority of states adopting some or all of the Model Act. The State of Delaware, where the majority of large US corporations are incorporated, continues to be the single most important source of corporate regulations.
For a full list, see www.usa.gov/directory/federal/index.shtml
Technically, the legislative, executive and judicial branches of the US government are not independent of one another because of a system of checks and balances set up by the US Constitution; however, in the context used in this research, the two branches considered here (legislative and judicial) produce expectation-shaping outcomes in a manner that is essentially independent.
As reported for an industry research firm ISS, the all-time largest settlement stands as the one by Enron (2010) at $7.42 billion, followed by (all figures in $ billion) WorldCom (2012) at $6.194, Cendant Corp. (2000) at $3.319, Tyco International (2007) at $3.2, AOL Time Warner (2006) at $2.5, Bank of America (2013) at $2.425, Nortel Networks (2006) at $1.443, Royal Ahold (2006) at $1.143, Nortel Networks (2006 – separate from above) at $1.074, and McKesson HBOC (2008) at $1.052.
Gimbel v. Signal Cos, 316 A2d 599, 608 (Del. Ch. 1974). The business judgment rule originated in a 1945 shareholder action (Otis & Co. v. Pennsylvania R. Co., 61 F. Supp. 905 (D.C. Pa. 1945)), in which the plaintiff alleged that corporate directors failed to obtain the best price available in the sale of securities by dealing with only one investment house.
Corporate directors can – and typically do – establish a defense of ‘due diligence’, which is that he or she made a good faith effort to ascertain the correctness of the reported information. Whether or not corporate directors did enough due diligence to meet the good faith effort standard is typically determined by circumstances of individual cases – it is important to note, however, that the securities laws make no distinction between cases where management has committed deliberate fraud (that is, took affirmative steps to hide the truth) and cases where reported information merely contains misstatements that could have been discovered in the course of due diligence.
Although commonly referred to as risk transfer, commercial insurance is more correctly described as a post-event compensatory mechanism, as purchase of an insurance policy does not change the likelihood or the severity of an adverse event.
ROI, or return on investment, is a measure of the profitability of an investment, computed by dividing revenue by expenses; ROE, or return on equity, is a measure of a corporation’s profitability, computed by dividing net income by shareholder’s equity.
One of the earliest known examples of shareholder activism dates back to the early 1900s, when Henry Ford chose to cancel a special dividend to instead spend those funds on advancing social causes; dissident shareholders sued and won, forcing the company to reinstate the dividend.
Exemplified by several former executives of Tyco, Enron, WorldCom or Adelphia, whose actions precipitated criminal proceedings brought against them by federal prosecutors (for clarity – criminal charges entail possible imprisonment, while civil charges do not; in general, the basic distinction between a criminal and a civil offense is that the former pertains to transgressions against public order or people as a whole, while the latter is an offense against private individuals).
For clarity, I should point out that administrative law only has legal force because of enabling statutes enacted by federal or state legislatures, which is to say that the former could be viewed as a specific manifestation of the latter. That said, its importance should not be underestimated – in an average year, the US Congress enacts about 300 laws, while federal administrative agencies, as a whole, write about 10 000 individual regulations.
The difference between regulatory commissions and agencies is not always clear – in general, in the United States commissions are created by Congress to oversee executive agencies (that is, those created by the executive branch of the government that operate independently of the legislature (as a part of the system of checks and balances)); regulatory agencies, on the other hand, tend to be a part of the executive branch, but tend to derive their rule-making powers from specific legal statutes.
Based on the analysis of annual filings (US SEC form 10-K) by publicly traded companies.
Although it is difficult to pinpoint its exact beginning, the publication of Rachel Carson’s book Silent Spring in 1962 (which ultimately led to a 1973 ban on most uses of the chemical DDT) is considered by many to mark the beginning of modern consumer activism.
References
Adams, R.B., Licht, A.N. and Sagiv, L. (2011) Shareholders and stakeholders: How do directors decide? Strategic Management Journal 32 (12): 1331–1355.
Ajzen, I. (1991) The theory of planned behavior. Organizational Behavior and Human Decision Processes, Special Theories of Cognitive Self-regulation 50 (1): 179–211.
Ajzen, I. and Fishbein, M. (1980) Understanding Attitudes and Predicting Social Behavior. Englewood Cliffs, NJ: Prentice-Hall.
Andersen, T.J., Garvey, M.L. and Roggi, O. (2014) Managing Risk and Opportunity: The Governance of Strategic Risk-taking. Oxford: Oxford University Press.
Armstrong, C.S., Core, J.E. and Guay, W.R. (2014) Do independent directors cause improvements in firm transparency? Journal of Financial Economics 113 (3): 383–403.
Armstrong, S.J. and Green, K.C. (2013) Effects of corporate social responsibility and irresponsibility policies. Journal of Business Research 66 (10): 1922–1927.
Arshad, R., Darus, F. and Othman, S. (2009) Institutional pressure, corporate governance structure and related party disclosure: Evidence from enhanced disclosure regimes. The Business Review 13 (2): 186–193.
Bahn, O., Chesney, M. and Gheyssens, J. (2012) The effect of proactive adaptation on green investment. Environmental Science and Policy 18: 9–24.
Baker, K.H. and Martin, G.S. (2011) Capital Structure and Corporate Financing Decisions: Theory, Evidence, and Practice. Hoboken, NJ: Wiley.
Banasiewicz, A.D. (2014) Risk Profiling of Organizations. 2nd edn. Boston, MA: Erudite Analytics.
Beach, L.R. (2007) Human Element: Understanding and Managing Employee Behavior. Armonk, NY: M. E. Sharpe.
Bebchuk, L.A. and Fried, J.M. (2004) Pay without Performance: The Unfulfilled Promise of Executive Compensation. Cambridge: Harvard University Press.
Becchetti, L., Ciciretti, R., Hassan, I. and Kobeissi, N. (2012) Corporate social responsibility and shareholder’s value. Journal of Business Research 65 (11): 1628–1635.
Bendle, N. and Vandenbosch, M. (2014) Competitor orientation and the evolution of business markets. Marketing Science 33 (6): 781–795.
Bertin, E., Crespi, N. and Magedanz, T. (2013) Evolution of Telecommunication Services. The Convergence of Telecom and Internet: Technologies and Ecosystems. New York: Springer.
Bhattacharya, C.B. and Sen, S. (2004) Doing better at doing good: When, why, and how consumers respond to corporate social initiatives. California Management Review 47 (1): 9–24.
Bilimoria, D. (1995) Corporate control, crime, and compensation: An empirical examination of large corporations. Human Relations 48 (8): 891–908.
Boesso, G. and Kumar, K. (2009) An investigation of stakeholder prioritization and engagement: Who or what really counts. Journal of Accounting and Organizational Change 5 (1): 62–80.
Bowlin, K. (2011) Risk-based auditing, strategic prompts, and auditor sensitivity to the strategic risk of fraud. Accounting Review 86 (4): 1231–1253.
Branson, D.M. (1993) Corporate Governance. Charlottesville, VA: Michie.
Bruner, C.M. (2013) Corporate Governance in the Common Law World: The Political Foundations of Shareholder Power. Cambridge: Cambridge University Press.
Burke, E.M. (2005) Managing a Company in an Activist World: The Leadership Challenge of Corporate Citizenship. Westport, CT: Praeger.
Calnan, A. (2009) Duty and Integrity in Tort Law. Durham, NC: Carolina Academic Press.
Cantor, R.A. (2011) Product Liability. Chicago, IL: American Bar Association.
Carroll, A.B. (1999) Corporate social responsibility. Business and Society 38 (3): 268–295.
Carter, D.J. (2001) Mutual fund boards and shareholder action. Villanova Journal of Law and Investment Management 3 (1): 6–39.
Cavazos, D. (2007) Capturing the regulatory rule-making process: How historical antecedents of US regulatory agencies impact industry conditions. International Journal of Organizational Analysis 15 (3): 231–250.
Charkham, J. (1994) Keeping Good Company: A Study of Corporate Governance in Five Countries. New York: Oxford University Press.
Chen, S. (2010) Bolstering unethical leaders: The role of the media, financial analysts and shareholders. Journal of Public Affairs 10 (3): 200–215.
Chinn, M.D. and Ito, H. (2006) What matters for financial development? Capital controls, institutions, and interactions. Journal of Development Economics 8 (11): 163–192.
Chung, H.H. and Wynn, J.P. (2008) Managerial legal liability coverage and earnings conservatism. Journal of Accounting and Economics 46 (1): 135–153.
Cleary, B. (2007) Managing the risks associated with stock options backdating. The CPA Journal 77 (4): 12–13.
Colley, J.L. (2003) Corporate Governance. New York: McGraw-Hill.
Congressional Research Service, Library of Congress (2003) Federal regulatory process: An overview, https://www.federalregister.gov/uploads/2011/01/the_rulemaking_process.pdf, accessed 28 November 2014.
Cornerstone Research (2014) Securities class action filings: 2013 year in review, http://securities.stanford.edu/clearinghouse-research.html, accessed 12 November 2014.
Custos, D. (2006) The rulemaking power of independent regulatory agencies. The American Journal of Comparative Law 55 (1): 615–639.
Das, A. and Ahlgren, E.O. (2010) Implications of using clean technologies to power selected ASEAN countries. Energy Policy 38 (4): 1851–1871.
Datar, S., Kulp, S.C. and Lambert, R.A. (2001) Balancing performance measures. Journal of Accounting Research 39 (1): 75–92.
Dawar, N. (2013) Tilt: Shifting Your Strategy from Products to Customers. Boston, MA: Harvard Business Review Press.
Debenham, D. (2006) Executive Liability and the Law. Toronto: Carswell.
Dietz, J.L.G. (2006) Enterprise Ontology: Theory and Methodology. New York: Springer.
Drew, S.A., Kelley, P.C. and Kendrick, T. (2006) CLASS: Five elements of corporate governance to manage strategic risk. Business Horizons 49 (2): 127–138.
Drucker, P.F. (2001) The Essential Drucker: Selections from the Management Works of Peter F. Drucker. Boston, MA: Butterworth-Heinemann.
Drucker, P.F. (2002) They’re not employees, they’re people. Harvard Business Review 80 (2): 70–77.
DuBois, C.L.Z. and DuBois, D.A. (2012) Strategic HRM as social design for environmental sustainability in organization. Human Resources Management 51: 799–826.
Dumas, M., La Rosa, M., Mendling, J. and Reijers, H.A. (2013) Fundamentals of Business Process Management. New York: Springer.
The Economist (2012) Natural stock selection: Genes and investing. 10 March: 8775.
Effiong, S.A., Akpan, E.I. and Oti, P.A. (2012) Corporate governance, wealth creation and social responsibility accounting. Management Science and Engineering 6 (4): 110–114.
Eisenhardt, K.M. (1989) Agency theory: An assessment and review. The Academy of Management Review 14 (1): 57–74.
Emanuel, S. (2005) Corporations. 3rd edn. New York: Aspen Publishers.
El Sawy, O.A. and Pereira, F. (2013) Business Modeling in the Dynamic Digital Space: An Ecosystem Approach. New York: Springer.
Etro, F. (2010) Endogenous market structures and the optimal financial structure. Canadian Journal of Economics 43 (4): 1333–1352.
Ezzine, H. and Olivero, B. (2013) Evolution of corporate governance during the recent financial crises. The International Journal of Business and Finance Research 7 (1): 85–100.
Fama, E. and Jensen, M.C. (1983) Agency problems and residual claims. Journal of Law and Economics 26 (2): 327–349.
Finegold, D., Benson, G.S. and Hecht, D. (2007) Corporate boards and company performance: Review of research in light of recent reforms. Corporate Governance: An International Review 15 (5): 865–878.
Fishbein, M. and Ajzen, I. (1975) Belief, Attitude, Intention, and Behavior: An Introduction to Theory and Research. Reading, MA: Addison-Wesley.
Freeman, R.E. (1984) Strategic Management: A Stakeholder Approach. Boston, MA: Pitman.
Gailbraith, C. and De Noble, A. (1995) Strategic scope, flexible manufacturing, and plant location in high technology firms. The Journal of High Technology Management Research 6 (2): 281–296.
Garcia, O.B. and Guillamon-Saorin, E. (2011) Corporate governance and impression management in annual results press releases. Accounting, Organizations and Society 36 (4): 187–208.
Gecevska, V., Polenakovic, F.C.R. and Chabert, P. (2011) Process innovation in product lifecycle management business strategy. Perspectives of Innovation, Economics and Business 9 (3): 53–56.
George, B. and Lorsch, J.W. (2014) How to outsmart activist investors. Harvard Business Review 92 (5): 88–95.
Glickman, L.B. (2009) Buying Power: A History of Consumer Activism in America. Chicago, IL: University of Chicago Press.
Goranova, M. and Ryan, L.V. (2014) Shareholder activism. Journal of Management 40 (5): 1230–1268.
Gourevitch, P.A. and Shinn, J. (2005) Political Power and Corporate Control: The New Global Politics of Corporate Governance. Princeton, NJ: Princeton University Press.
Green, S. (2015) Causation in Negligence. Oxford: Hart Publishing.
Greenberg, P. (2014) What’s customer engagement again? Customer Relationship Management 18 (6): 46–47.
Greenfield, K. (2006) The Failure of Corporate Law: Fundamental Flaws and Progressive Possibilities. Chicago, IL: University of Chicago Press.
Hale, J.L., Householder, B.J. and Greene, K.L. (2002) The theory of reasoned action. In: J.P. Dillard and M. Pfau (eds.) The Persuasion Handbook: Developments in Theory and Practice. Thousand Oaks, CA: Sage, pp. 259–286.
Harris, J.D. (2008) Financial misrepresentation: Antecedents and performance effects. Business & Society 47 (3): 390–401.
Hendrikson, E.S. and Breda, M.F. (1992) Accounting Theory. Chicago, IL: Irwin Publishers.
Hill, J.G. (2010) The rising tension between shareholder and director power in the common law world. Corporate Governance: An International Review 18 (4): 344–359.
Hindley, B. (1970) Separation of ownership and control in the modern corporation. Journal of Law and Economics 13 (1): 185–221.
Hollenbeck, C. and Zinkhan, G. (2006) Consumer activism on the Internet: The role of anti-brand communities. Journal of Consumer Research 33 (1): 479–485.
Honeycutt, E., Siguaw, J. and Harper, S. (1993) The impact of flexible manufacturing on competitive strategy. Industrial Marketing 35 (6): 2–4.
Hooghiemstra, R. and van Manen, J. (2002) Supervisory directors and ethical dilemmas: Exit or voice? European Management Journal 20 (1): 1–9.
Horrigan, B. (2010) Corporate Social Responsibility in the 21st Century: Debates, Models and Practices across Government, Law and Business. Northampton, UK: Edward Elgar.
Houston, J.F., Lin, C., Lin, P. and Ma, Y. (2010) Creditor rights, information sharing, and bank risk taking. Journal of Financial Economics 96 (3): 485–512.
Hubbard, N. and Purcell, J. (2001) Managing employee expectations during acquisitions. Human Resource Management Journal 58 (1): 17–33.
Husted, B. and Allen, D.B. (2011) Corporate Social Strategy: Stakeholder Engagement and Competitive Advantage. New York: Cambridge University Press.
IoD, The Institute of Directors. (eds.) (2005) The Handbook of International Corporate Governance: A Definitive Guide. London: Kogan Page.
Iverson, D. (2013) Strategic Risk Management: A Practical Guide to Portfolio Risk Management. Singapore: Wiley.
Jeffey, A.J.E. (1992) The Duty of Care. Aldershot, Hants, UK: Brookfield.
Jensen, M.C. and Meckling, W.H. (1976) Theory of the firm: Managerial behavior, agency costs, and ownership structure. Journal of Financial Economics 3 (4): 305–360.
Johnson, K. and Clearfield, A. (2006) Improving governance by joint shareholder action. Pensions & Investments 34 (5): 12.
Jones, D. (1997) Employees as stakeholders. Business Strategy Review 8 (2): 21–24.
Karpoff, J.M., Lee, D.S. and Martin, G.S. (2008) The consequences to managers for financial misrepresentation. Journal of Financial Economics 88 (2): 193–215.
Kay, J. and Silberston, A. (1995) Corporate governance. National Institute Economic Review 84 (1): 84–97.
Kim, K.A. and Nofsinger, J. (2004) Corporate Governance. Upper Saddle River, NJ: Pearson/Prentice Hall.
Korine, H. and Gomez, P.Y. (2014) Strong Managers, Strong Owners: Corporate Governance and Strategy. New York: Cambridge University Press.
Kross, W.J. and Suk, I. (2012) Does regulation FD work? Evidence from analysts’ reliance on public disclosure. Journal of Accounting and Economics 53 (1–2): 225–248.
Kwangsun, Y. and Ching-Lai, H. (1985) Manufacturing plant location analysis by multiple attribute decision making: Part II – Multi-plant and plant relocation. International Journal of Production Research 23 (2): 361–370.
Lambert, E. (2005) Natural selection. Forbes 175 (1): 144.
Lees, F.A. (1981) Public Disclosure of Corporate Earnings Forecasts. New York: Conference Board.
Levin, B.M. (1998) Strategic networks: The emerging business organization and its impact on production costs. International Journal of Production Economics 56–7: 397–405.
Lie, E. (2005) On the timing of CEO stock option awards. Management Science 51 (5): 802–812.
Lieberman, M.D. (2005) Principles, processes, and puzzles of social cognition: An introduction for the special issue on social cognitive neuroscience. Neuroimage 28 (4): 745–756.
Lin, C., Officer, M.S. and Zou, H. (2011) Directors’ and officers’ liability insurance and acquisition outcomes. Journal of Financial Economics 102 (3): 507–525.
Logsdon, J.M. and Van Buren, H.J. (2008) Beyond the proxy vote: Dialogues between shareholder activists and corporations. Journal of Business Ethics 87 (S1): 353–365.
Lorsch, J.W., Berlowitz, L. and Zelleke, A. (eds.) (2005) Restoring Trust in American Business. Cambridge: MIT Press.
Loughrey, J. (2013) Directors’ Duties and Shareholder Litigation in the Wake of the Financial Crisis. Cheltenham, UK: Edward Elgar.
Lowry, M. and Shu, S. (2002) Litigation risk and IPO underpricing. Journal of Financial Economics 65 (3): 309–335.
Lowry, M. (2003) Why does IPO volume fluctuate so much? Journal of Financial Economics 67 (1): 3–40.
Luhmann, N. (1996) Social Systems. Palo Alto, CA: Stanford University Press.
Lumpkin, S. (2008) Resolutions of weak institutions: Lessons learned from previous crises. Financial Market Trends, OECD Journal 2: 113–154.
MacAvoy, P.W. and Millstein, I. (2003) The Recurrent Crisis in Corporate Governance. Palo Alto, CA: Stanford University Press.
Markowitz, H. (1952) Portfolio selection. The Journal of Finance 7 (1): 77–91.
Mason, C. and Simmons, J. (2013) Giving as good as they get? Organization and employee expectations of ethical business practice. Business and Society Review 118 (1): 47–70.
McCarrick, J. and Pesso, M. (2007) The stock option backdating scandal: D&O implications. Risk Management 54 6 (18–19): 22–23.
McNulty, T., Pettigrew, A., Jobome, G. and Morris, C. (2011) The role, power and influence of company chairs. Journal of Management and Governance 15 (1): 91–121.
McPhee, J.E. (2014) Mastering Strategic Risk: A Framework for Leading and Transforming Organizations. Hoboken, NJ: Wiley.
Miller, K. (2005) Communications Theories: Perspectives, Processes, and Contexts. New York: McGraw-Hill.
Modigliani, F. and Miller, M.H. (1958) The cost of capital, corporation finance and the theory of investment. American Economic Review 48 (3): 261–297.
Monks, R.A.G. and Minow, N. (2004) Corporate Governance. 3rd edn. Malden, MA: Blackwell Publishing.
Morris, J., Grippo, F. and Barsky, N. (2012) A new era of accountability? Strategic Finance 93 (11): 42–45.
Nichols, M. (2012) Reasonableness standard versus business-judgment rule. Business Torts Journal 19 (2): 29–33.
Noe, T.H. and Rebello, M.J. (1995) Consumer activism, producer groups, and production standards. Journal of Economic Behavior and Organization 27 (1): 69–85.
Ochsner, K.N., Bunge, S.A., Gross, J.J. and Gabrieli, J.D. (2002) Rethinking feelings: An FMRI study of the cognitive regulation of emotion. Journal of Cognitive Neuroscience 14 (8): 1215–1229.
O’Dwyer, B., Owen, D. and Unerman, J. (2011) Seeking legitimacy for new assurance forms: The case of assurance on sustainability reporting. Accounting, Organizations and Society 23 (1): 31–42.
OECD, The Organization for Economic Co-operation and Development (2011) Board Practices: Incentives and Governing Risks. Paris: OECD Publishing.
OECD, The Organization for Economic Co-operation and Development (2012) Corporate Governance, Value Creation and Growth. Paris: OECD Publishing.
Oraman, Y., Unakitan, G. and Selen, U. (2011) Measuring employee expectations in a strategic human resource management research: Job satisfaction. Procedia – Social and Behavioral Sciences 24: 413–420.
O’Shaughnessy, J. (1966) Business Organization. London: Allen & Unwin.
Palmiter, A.R. (2009) Corporations. 6th edn. New York: Wolters Kluwer Law & Business.
Parks, J.M. and Conlon, E.J. (1995) Compensation contracts: Do agency theory assumptions predict negotiated agreements? The Academy of Management Journal 38 (3): 821–838.
Parthiban, D., Bloom, M. and Hillman, A.J. (2007) Investor activism, managerial responsiveness, and corporate social performance. Strategic Management Journal 28 (1): 91–100.
Pedersen, E.R.G. (2015) Corporate Social Responsibility. Los Angeles, CA: Sage.
Pepper, A. and Gore, J. (2013) Behavioral agency theory: New foundations for theorizing about executive compensation. Journal of Management 39 (7): 1–28.
Peterson, C.H. (2005) Employee retention: The secrets behind Wal-Mart’s successful hiring policies. Human Resource Management 44 (1): 85–88.
Phillips, J.J., Brantley, W. and Phillips, P.P. (2012) Project Management ROI: A Step-by-step Guide for Measuring the Impact and ROI for Projects. Hoboken, NJ: Wiley.
Pickering, M.A. (1968) The company as a separate legal entity. The Modern Law Review 31 (5): 481–511.
Poust, J.G., Ross, K. and Foley, M.J. (1977) Product Liability of Manufacturers: Prevention and Defense. New York: Practicing Law Institute.
Powell, W.J. (2007) Corporate governance and fiduciary duty: The ‘Mickey Mouse rule’ or legal consistency, protection of shareholder expectations, and balanced director autonomy. George Mason Law Review 14 (3): 799–827.
Purdy, D.E. (1983) The enterprise theory: An extension. Journal of Business Finance & Accounting 10 (4): 531–541.
Radin, S.A., Block, D.J. and Barton, N.E. (2009) The Business Judgment Rule: Fiduciary Duties of Corporate Directors. 6th edn. New York: Austin.
Rogers, R.E. (1975) Organizational Theory. Boston, MA: Allyn and Bacon.
Ross, A. and Crossan, K. (2012) A review of the influence of corporate governance on the banking crises in the United Kingdom and Germany. Corporate Governance 12 (2): 215–225.
Royaee, R. and Dehkordi, B. (2013) Role of corporate governance in organization. GSTF Business Review 2 (3): 84–89.
Sametz, A.W. (1991) The Battle for Corporate Control: Shareholder Rights, Stakeholder Interests, and Managerial Responsibilities. Homewood, IL: Irwin.
Schmitz, Oswald (2010) Resolving Ecosystem Complexity. Princeton, NJ: Princeton University Press.
Schotter, A. and Weigelt, K. (1992) Behavioral consequences of corporate incentives and long-term bonuses: An experimental study. Management Science 38 (9): 1280–1298.
Schultz, T.R. and Lepper, M.R. (1995) Cognitive dissonance reduction as constraint satisfaction. Psychological Review 103 (2): 219–240.
Shackle, G.L.S. (1970) Expectation, Enterprise and Profit: The Theory of the Firm. Chicago, IL: Aldine.
Shah, S. (2011) Insights into governance at Wipro Ltd.: A case study. IUP Journal of Corporate Governance 10 (4): 60–73.
Sheppard, B.H., Hartwick, J. and Warshaw, P.R. (1988) The theory of reasoned action: A meta-analysis of past research with recommendations for modifications and future research. Journal of Consumer Research 15 (3): 325–343.
Sjostrom, E. (2010) Shareholders as norm entrepreneurs for corporate social responsibility. Journal of Business Ethics 94 (2): 177–191.
Stroh, L.K., Brett, J.M., Baumann, J.P. and Reilly, A.H. (1996) Agency theory and variable pay compensation strategies. The Academy of Management Journal 39 (3): 751–767.
Teitelbaum, R. (1996) What’s driving return on equity. Fortune 133 (8): 271–274.
Tesser, A. (1988) Toward a self-evaluation maintenance model of social behavior. In: L. Berkowitz (ed.) Advances in Experimental Social Psychology. New York: Academic Press, pp. 181–227.
Thauer, C. (2014) The Managerial Sources of Corporate Social Responsibility: The Spread of Global Standards. New York: Cambridge University Press.
Tosi, H.L. and Gomez-mejia, L.R. (1989) The decoupling of CEO pay and performance: An agency theory perspective. Administrative Science Quarterly 34 (2): 169–189.
Tversky, A. and Kahneman, D. (1974) Judgment under uncertainty: Heuristics and biases. Science 185: 1124–1131.
Tversky, A. and Kahneman, D. (1981) The framing of decisions and the psychology of choice. Science 211: 453–458.
Van Cranenburgh, K.C., Liket, K. and Roome, N. (2013) Management responses to social activism in an era of corporate responsibility: A case study. Journal of Business Ethics 118 (3): 497–513.
Veblen, T. (1932) The Theory of Business Enterprise. New York: New American Library.
Von Bertalanffy, L. (1968) General System Theory: Foundations, Development, Applications. New York: George Braziller.
Wang, Z. (2013) Do the investment and return-on-equity factors proxy for economic risks? Financial Management 42 (1): 183–209.
Weinstein, B.T. (2010) Backdating of Stock Options. New York: Nova Science Publishers.
Willett, S. (2009) Gheewalla and the director’s dilemma. Business Lawyer 64 (4): 1087–1104.
Windsor, D. (2009) Tightening corporate governance. Journal of International Finance 15 (3): 306–316.
Woiceshyn, J. (2011) A model for ethical decision making in business: Reasoning, intuition, and rational moral principles. Journal of Business Ethics 104 (3): 311–323.
Woods, R. (1993) Managing to meet employee expectations: Quality improvement. Human Resource Planning 16 (4): 13–28.
Yu, L. (2005) Can shareholders be wrong? MIT Sloan Management Review 47 (1): 6.
Zhou, J., Da-Zeng, M. and Xu-Dong, O. (2013) Review on the study of the allocation of corporate control in enterprise theory. Chinese Business Review 12 (7): 477–482.
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Banasiewicz, A. The ecosystem of executive threats: A conceptual overview. Risk Manag 17, 109–143 (2015). https://doi.org/10.1057/rm.2015.7
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DOI: https://doi.org/10.1057/rm.2015.7