It has been widely recognized that corporate governance can play a key role in improving corporate performance. When implementing various governance mechanisms, however, corporations must address a fundamental question: should corporate governance focus on protecting the interests of only shareholders or should corporate governance expand its focus and consider the interests of other groups? While agency theory asserts that the exclusive focus of corporate governance is to ensure the interests of shareholders, stakeholder theory proposes that corporations should serve all groups or individuals who have a stake in the corporation. Like that of other industries, corporate governance of media industries has generally followed the agency model of maximizing shareholder wealth. But the weakness and failure of such a model in recent years suggest that it may be meaningful to approach the issue from an alternative, stakeholder perspective. Focusing on 75 publicly traded media companies continuously filed with the U.S. Securities Exchange Commission between 2004 and 2007, this dissertation examined the effects of ownership structure, board structure, compensation structure, and takeover control on corporate performance. It found that stakeholder-oriented governance mechanisms, including reduced institutional ownership, increased insider ownership, enlarged board representativeness, increased board interlocks, fixed compensation for CEO and directors, and certain takeover controls like dual class shares and poison pills, were positively associated with media firms' performance. This dissertation thus suggested that corporate governance of media companies go beyond the pure shareholder-maximization goal and consider the interests of such stakeholders as employees, audience, and local communities because the stakeholder approach was not only socially desirable but also economically efficient. This dissertation theoretically contributed: (1) to the media management literatures through offering a systematic examination on the governance mechanisms of media companies; (2) to the stakeholder perspective through opening up a new and empirical line of inquiry; and (3) to the corporate governance research through challenging its traditional shareholder-maximizing paradigm. Moreover, this dissertation had important implications for media practitioners and regulators since it proposed and verified a number of better governance mechanisms that can be put into practice.

Alkhafaji presents the fundamental concepts of corporate governance and suggests a new approach to the subject that focuses on the stakeholder. As Alkhafaji demonstrates, corporate governance has moved far from traditional concerns with purely business issues like growth and profitability and now includes public issues such as pollution, equal employment opportunities, insider trading, and criminal conduct. Using data from his own empirical studies, Alkhafaji argues that the conventional board model no longer functions as originally intended. He analyzes potential management reaction to alternative forms of governance bodies and concludes that the data suggest a stakeholder board would be best suited to current American conditions. Organized into five parts, each of which builds upon concepts discussed in the preceding chapters, the volume begins by discussing the concept of the company and the changing environment in which it operates. In the second section, Alkhafaji addresses corporate governance in specific terms and includes survey data showing management's reaction to traditional and nontraditional forms of corporate governance. Part three looks at corporate governance in the context of social responsibility, ethics, and business-government relations, while the following chapters discuss the ongoing restructuring of American business and its relation to corporate governance. The final section examines the role played by corporate governance in strategic management. Numerous tables, figures, and models support points made in the text.

The central question posed in this paper will be how to organize board composition in order to ensure responsible corporate governance both from a CSR and a good governance perspective. Adopting a stakeholder approach to corporate governance, we analyze the arguments given by different theoretical approaches for linking specific board composition with financial performance and CSR, and discuss the empirical research conducted. Despite the inconclusive findings of empirical research, it can be argued that diverse stakeholders on the board will promote CSR activities of the firm, but at the same time will increase board capital (which ultimately may lead to a better financial performance). Finally, we propose a model for selecting board members based both on ethical and pragmatic arguments.

A comprehensive foundation for stakeholder theory, written by many of the most respected and highly cited experts in the field.

I3E 2001 is the first in a series of conferences on e-commerce, e-business, and- government organised by the three IFIP committees TC6, TC8, and TC11. It provides a forum, where users, engineers, and scientists from academia, industry, and government can present their latest findings in e-commerce, e-business, and- government applications and the underlying technology to support those applications. The conference comprises a main track and mini tracks dedicated to special topics. The papers presented in the main track were rigorously refereed and selected by the International Programme Committee of the conference. Thematically they were grouped in the following sessions: – Sessions on security and trust, comprising nine papers referring to both trust and security in general as well as presenting specific concepts for enhancing trust in the digital society. – Session on inter-organisational transactions, covering papers related to auditing of inter-organizational trade procedures, cross-organizational workflow and transactions in Business to Business platforms. – Session on virtual enterprises, encompassing papers describing innovative approaches for creating virtual enterprises as well as describing examples of virtual enterprises in specific industries. – Session on online communities containing three papers, which provide case studies of specific online communities and various concepts on how companies can build and harness the potential of online communities. – Sessions on strategies and business models with papers describing specific business models as well as general overviews of specific approaches for E- Strategy formulation.

This book discusses the tasks and functions of corporate governance in the light of current challenges and the dynamics that arise from a broader approach to company management and the integration of corporate governance with corporate social responsibility (CSR) and sustainability. Addressing the corporate governance shortcomings that are believed to have contributed to the recent financial crisis, it explores the interplay between corporate governance and CSR, and includes examples of company practice to show how such changes affect the practices of shareholders, boards of directors and regulators. In particular, the book examines shareholders’ activities, their different investment strategies, specific reporting expectations and the submission of proposals to the annual meeting. Further, for boards of directors it explores the need to revise their tasks with respect to the criteria for executive appointments, their corporate strategy, performance measures and diversity recommendations, while for directors it provides recommendations to reconsider the structure of executive pay and performance incentives. Lastly, for regulators the book investigates the need to introduce new laws addressing, for instance, the need for integrated reporting, limiting the voice of short term oriented shareholders and providing guidelines for executive compensation.

In 1984, R. Edward Freeman published his landmark book, Strategic Management: A Stakeholder Approach, a work that set the agenda for what we now call stakeholder theory. In the intervening years, the literature on stakeholder theory has become vast and diverse. This book examines this body of research and assesses its relevance for our understanding of modern business. Beginning with a discussion of the origins and development of stakeholder theory, it shows how this corpus of theory has influenced a variety of different fields, including strategic management, finance, accounting, management, marketing, law, health care, public policy, and environment. It also features in-depth discussions of two important areas that stakeholder theory has helped to shape and define: business ethics and corporate social responsibility. The book concludes by arguing that we should re-frame capitalism in the terms of stakeholder theory so that we come to see business as creating value for stakeholders.