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Keywords:

  • Corporate governance;
  • Agency costs;
  • Directors;
  • Duality;
  • Board committees;
  • Ownership structure;
  • Shareholder activism;
  • Auditor independence;
  • Accounting quality;
  • Endogeneity
  • C30;
  • C36;
  • G30;
  • G34;
  • G38;
  • K22;
  • M48

Abstract

We review accounting and finance research on corporate governance (CG). In the course of our review, we focus on a particularly vexing issue, namely endogeneity in the relationships between CG and other matters of concern to accounting and finance scholars, and suggest ways to deal with it. Given the advent of large commercial CG databases, we also stress the importance of how CG is measured and in particular, the construction of CG indices, which should be sensitive to local institutional arrangements, and the need to capture both internal and external aspects of governance. The ‘stickiness’ of CG characteristics provides an additional challenge to CG scholars. Better theory is required, for example, to explain whether various CG practices substitute for each other or are complements. While a multidisciplinary approach to developing better theory is never without its difficulties, it could enrich the current body of knowledge in CG. Despite the vastness of the existing CG literature, these issues do suggest a number of avenues for future research.