Abstract
This study compares the board features of major listed bank and non-financial firms in Europe. We find that at the industry-specific level the structure of bank board’s is similar to that of non-financial firms, although banks tend to have more meetings and committees. Second, when we consider country-specific board diversity, bank boards are similar across countries apart from in Spain where the bank boards have a higher presence of older directors, a lower number of independents and foreigners, and more meetings. Finally, when we look at domestic-specific board diversity differences we find no statistically significant differences. All in all there is not much difference between bank and non-financial boards.
This is a preview of subscription content, log in via an institution to check access.
Notes
- 1.
Nedcommunity (2015), Il punto sugli amministratori indipendenti, EGO. n. 3, January (available at: http://www.nedcommunity.com/Contents/Documents/EGO%20n%203%20gennaio%202015.pdf)
- 2.
Directive 2013/34/EU on the annual financial statements requires companies to include the CG statement
- 3.
EU Commission Recommendation of 9 April 2014 on the quality of corporate governance reporting (‘comply or explain’). In particular, n. 4 of the “whereas” states: The corporate governance statement should provide essential information on the corporate governance arrangements of the company, such as information relating to the relevant corporate governance code(s) applied by that company, the internal control and risk management systems, the shareholder meeting and its powers, shareholders’ rights, administrative, management and supervisory bodies and their committees.
- 4.
EU Commission Green Paper (2010), corporate governance in financial institutions and remuneration policies of 2 June 2010.
- 5.
This result appears to be consistent with EBA (2016): “These draft Guidelines aim at further harmonising institutions’ internal governance arrangements, processes and mechanisms across the EU, in line with the new requirements in this area introduced in the Capital Requirements Directive (CRD) and also taking into account the proportionality principle.”
- 6.
In fact, Germany Code of Conduct states that all members of supervisory boards, taking into account in this study, are considered independent.
References
Adams, R., & Mehran, H. (2003). Is corporate governance different for bank holding companies? Economic Policy Review, 9(1), 123–144.
Adams, R. B. & Mehran, H. (2008a). Board structure, performance and organizational structure: The case of bank holding companies. Federal Reserve Bank of New York paper.
Adams, R. B. & Mehran, H. (2008b). Corporate performance, board structure, and their determinants in the banking industry. FRB of New York Staff Report.
Adams, R. B., Hermalin, B. E., & Weisbach, M. S. (2010). The role of boards of directors in corporate governance: A conceptual framework and survey. Journal of Economic Literature, 48(1), 58–107.
Arsalidou, D. (2016). Rethinking corporate governance in financial institutions. New York: Routledge.
Bank for International Settlements (BIS). (1999). Enhancing corporate governance for banking organisations. Available at www.bis.org
Bank for International Settlements (BIS). (2006). Enhancing corporate governance for banking organisations. Available at www.bis.org
Bank for International Settlements (BIS). (2010). Enhancing corporate governance for banking organisations. Available at www.bis.org
Bank for International Settlements (BIS). (2015). Enhancing corporate governance for banking organisations. Available at www.bis.org
Becht, M., Patrick Bolton, P., & Ailsa Roell, A. (2011). Why bank governance is different. Oxford Review of Economic Policy, 27(3), 437–463.
Berger, A. N., Kick, T., & Schaeck, K. (2012). Executive board composition and bank risk taking. Deutsche Bundesbank working paper, No. 3.
Booth, J. R., Cornett, M. M., & Tehranian, H. (2002). Boards of directors, ownership, and regulation. Journal of Banking and Finance, 26(10), 1973–1996.
Bronson, S. N., Carcello, J. V., & Hollingsworth, C. W. (2009). Are fully independent audit committees really necessary? Journal of Accounting and Public Policy, 28(4), 265–280.
Carretta, A., Farina, V., & Schwizer, P. (2007). Organizzazione e funzionamento dei Consigli di amministrazione negli intermediari finanziari. Condizioni di efficacia, competenze e performance. In L. Munari (Ed.), Attualità e prospettive negli studi di economia dei mercati e degli intermediari finanziari (pp. 73–98). Parma: Mup.
Conger, J. A., Finegold, D., & Lawler, E. (1998). Appraising boardroom performance. Harvard Business Review, 76(1), 136–148.
de Haan J., Vlahu R. (2013, July). Corporate governance of banks: A survey. De Nederlandsche Bank working paper no. 386.
Directive 2013/34/EU on the annual financial statements.
Directive 2013/36/EU of the European Parliament and of the Concil of 26 June 2013 on access to the activity of credit institutions and the prudential supervision of credit institutions and investment firms, amending Directive 2002/87/EC and repealing Directives 2006/48/EC and 2006/49/EC.
EBA. (2011, September 27). Guidelines on internal governance (GL 44), London.
EBA. (2016). Consultation paper on the draft guidelines on internal governance EBA/CP/2016/16–28/10/2016.
EBA and ESMA. (2016). Joint ESMA and EBA guidelines on the assessment of the suitability of members of the management body and key function holders under Directive 2013/36/EU and Directive 2014/65/EU.
ESMA and EBA. (2016). Joint guidelines on the assessment of the suitability of members of the management body and key function holders under Directive 2013/36/EU and Directive 2014/65/EU, Consultation paper.
EU Commission. (2010). Green paper, Corporate governance in financial institutions and remuneration policies of 2 June 2010.
EU Commission. (2011, April). Green paper, The EU corporate governance framework.
EU Commission. (2014, October). Recommendation of 9 April 2014, on the quality of corporate governance reporting European Banking Authority (2016), Consultation paper on internal governance.
European Central Bank (ECB). (2011, March). Banking supervision and corporate governance in the European architecture.
European Central Bank (ECB). (2016, July). SSM supervisory statement on governance and risk appetite.
European Commission. (2016). Report on equality between women and men, 64.
Freeman, R. E. (1984). Strategic management: A stakeholder approach. Marshfield: Pitman.
Levine, R. (2004). The corporate governance of banks: A concise discussion of concepts and evidence. Policy Research working paper, No.3404, Washington: World Bank.
Macey, J. & O’Hara, M. (2003, April). The corporate governance of banks. FRBNY Economic Policy Review.
Nedcommunity. (2015, January). Il punto sugli amministratori indipendenti, EGO. n. 3. Available at: http://www.nedcommunity.com/Contents/Documents/EGO%20n%203%20gennaio%202015.pdf
OECD. (2009, June). Corporate governance and the financial crisis: Key findings and main messages, Paper.
OECD. (2015, November). Principles of corporate governance.
Spencer Stuart. (2015). Board index (related to Italy, UK, France, Germany, Spain). Available at www.spencerstuart.com/
Spencer Stuart. (2016). Board index (related to Italy, UK, France, Germany, Spain). Available at www.spencerstuart.com/
Author information
Authors and Affiliations
Corresponding author
Editor information
Editors and Affiliations
Rights and permissions
Copyright information
© 2018 Springer International Publishing AG
About this chapter
Cite this chapter
Boscia, V., Stefanelli, V., Ventura, A. (2018). Are There Differences in Boards of Directors Between Banks and Non-financial Firms? Some Evidence from EU Listed Companies. In: Díaz Díaz, B., Idowu, S., Molyneux, P. (eds) Corporate Governance in Banking and Investor Protection. CSR, Sustainability, Ethics & Governance. Springer, Cham. https://doi.org/10.1007/978-3-319-70007-6_5
Download citation
DOI: https://doi.org/10.1007/978-3-319-70007-6_5
Published:
Publisher Name: Springer, Cham
Print ISBN: 978-3-319-70006-9
Online ISBN: 978-3-319-70007-6
eBook Packages: Business and ManagementBusiness and Management (R0)