The aim of this paper is to make an analysis of the reported changes in the boards' composition of the Macedonian stock exchange -listed companies during the Covid-19 crisis. In order to achieve this objective, secondary data of the companies reports published on the Macedonian stock exchange website were used. The sample consists of 80 companies, and firstly we performed qualitative analysis on the companies' reports regarding boards' composition changes (over 30 companies reported changes). Afterwards, in order to increase the understanding of the factors that determine boards' composition in Macedonian joint-stock companies, we designed a model to examine the relation of company characteristics, industry characteristics and market perception of company value with board size, board independence and board diversity. The results from our analyses show that during the Covid-19 period a substantial number of companies from the sample have made changes in board composition and only 9.38% of the companies that reported change (over 30) decided to reappoint the same members. However, this does not mean that the Covid-19 crisis has been the only factor influencing the changes. Furthermore, one of our conclusions from the presented results in the study is that most of the variations in board/boards size can be explained by the differences in firm characteristics (in particular operating revenues and chosen boards structure), while the variations in board independence can be explained by firm characteristics (in particular operating revenues and chosen board structure) and industry characteristics.
Aguilera RV, Filatotchev I, Jackson HG. An organizational approach to comparative governance: Costs, contingencies, and complementaries”. Organization Science. 2008;19(3):475–92.
2.
Alnaif KLK. Determinants of The Size Of Board Of Directors: Evidence from Jordanian Corporation. Research Journal of Finance and Accounting. 2014;5(8):54–63.
3.
Arnegger M, Hofmann C, Pull K, Vetter K. Firm size and board diversity”. Journal of Management and Governance. 2014;18:1109–35.
4.
Bathala CT, Rao RP. The Determinants of Board Composition: An Agency Theory Perspective”. Managerial and Decision Economics. 1995;16(1):59–69.
5.
Benson-Rea M, Eraković L, Watson SM. Covid-19 governance challenges: The board’s role in Covid-19 crisis management”. 2021;
6.
Bhagat S, Black B. Тhe non-correlation between board independence and long term firm performance”. Journal of Corporation Law. 2002;27(2):231–74.
7.
Bloomfield S. Theory and practice of corporate governance: an integrated approach. 2013.
8.
Boone AL, F. C, Laura K, M. J, Raheja CG. The determinants of corporate board size and composition: An empirical analysis”. Journal of Financial Economics. 2007;85(1):66–101.
9.
Carter DA, D’Souza F, Simkins BJ, Simpson WG. The gender and ethnic diversity of US boards and board committees and firm financial performance”. Corporate Governance: An International Review. 2010;18(5):396–414.
10.
Chouchene I. The determinants of the presence of independent directors in French board companies“. International Journal of Business and Management. 2010;5(5):144–53.
11.
Coles JL, D. N, Naveen L. Boards: Does one size fit all?”. Journal of Financial Economics. 2008;87(2):329–56.
12.
Davidson WN, Rowe W. Intertemporal endogeneity in board composition and financial performance”. Corporate Ownership and Control. 2004;1(4):49–60.
13.
Davis JH, Schoorman DF, Donaldson L. Toward a stewardship theory of management”. Academy of Management Review. 1997;22(1):20–47.
14.
Jonge A. The glass ceiling that refuses to break: Women directors on the boards of listed firms in China and India”. Women’s Studies International Forum. 2014;47, Part B:326–38.
15.
Deloitte. Stepping in: The board’s role in the COVID-19 crisis. 2020;
16.
Denis DJ, Sarin A. Ownership and board structures in publicly traded corporations”. Journal of Financial Economics. 1999;52(2):187–223.
17.
Dibra R. Corporate Governance Failure: The Case Of Enron And Parmalat”. European Scientific Journal, ESJ. 2016;12(16):283–90.
18.
Dobbin F, Jung J. The misapplication of Mr. Michael Jensen: how agency theory brought down the economy and why it might again”. In: Markets on trial: the economic sociology of the US financial crisis: part B. 2010. p. 29–64.
19.
Donaldson L. The ethereal hand: organizational economics and management theory”. Academy of Management Review. 1990;15(3):369–81.
20.
Donaldson L, Davis JH. Stewardship theory or agency theory: CEO governance and shareholder returns”. Australian Journal of Management. 1991;16(1):49–65.
21.
Eklund MA. The COVID-19 lessons learned for business and governance. Vol. 1, SN Business & Economics. 2021.
22.
Esteban-Salvador ML. Variables Influencing the Gender Composition of Boards: The Spanish Evidence”. Journal of Women, Politics & Policy. 2011;32(4):305–32.
23.
Fama EF, Jensen MC. Separation of Ownership and Control”. Journal of Law and Economics. 1983;26(2):301–25.
24.
Ferreira D, Kirchmaier T. Corporate boards in Europe: size, independence and gender diversity”. 2013;
25.
Gavin DJ. Power in the corporate boardroom: a new dimension in measuring board power”. Journal of Business and Economic Studies. 2012;18(2):1–25.
26.
Guest PM. The determinants of board size and composition: Evidence from the UK”. Journal of Corporate Finance. 2008;14(1):51–72.
27.
Hermalin BE, Weisbach MS. The determinants of board composition”. Journal of Economics. 1988;19(4):589–606.
28.
Hyland MM, Marcellino PA. gender on corporate boards: a regional study”. Corporate Governance: The international journal of business in society. 2002;2(4):24–31.
29.
Jensen MC. The Modern Industrial Revolution, Exit, and the Failure of Internal Control Systems”. Journal of Finance. 1993;48(3):831–80.
30.
Kaur M, Malik K, Sharma S. A Note on Boardroom Challenge, Board Effectiveness and Corporate Stewardship During COVID-19”. Vision The Journal of Business Perspective. 2021;25(2):131-135,.
31.
Kiel GC, Nicholson GJ. Board composition and corporate performance: how the Australian experience informs contrasting theories of corporate governance”. Corporate Governance: An International Review. 2003;15(4):585–608.
32.
Lehn KM, Patro S, Zhao M. Determinants of the size and composition of US corporate boards: 1935-2000”. Financial Management. 2009;38(4):747–80.
33.
McKinsey&Company. How boards have risen to the COVID-19 challenge, and what’s next. 2021;
34.
Min BS. Determinants of board size in an emerging market”. Journal of International financial management and accounting. 2017;1–25.
35.
Oyotode-Adebile R, Ujah NU. Is social capital a determinants of board gender diversity?”. The Journal of Financial Research. 2020;44(1):25–52.
36.
Pearce JA, Zahra SA. Board composition from a strategic contingency perspective”. Joumal of Management Studies. 1992;29(4):411–38.
37.
Pfeffer J. Size and composition of corporate boards of directors: the organization and its environment”. Administrative Science Quarterly. 1972;17(2):218–28.
38.
Pfeffer J, Salancik GR. The external control of organizations: a resource dependence perspective. 2003.
39.
Redding G. Contingency theory in management”. Education and Training. 1976;18(7):199–202.
40.
Roberts J, McNulty T, Stiles P. Beyond agency conceptions of the work of the non-executive director: creating accountability in the boardroom”. British Journal of Management. 2005;16, Supp. 1:5–26.
41.
Saeed A, Belghitar Y, Yousaf A. Firm-level determinants of gender diversity in the boardrooms: Evidence from some emerging markets”. International Business Review. 2016;25(5):1076–88.
42.
Stuart S. The effects of Covid-19 on boards and governance, available at: The effects of Covid-19 on boards and governance (spencerstuart.com. 2020;
43.
Wang Y. Boards independence and firm performance: reforms, theories and empirical evidence. 2009.
Citation
Copyright
This is an open access article distributed under the Creative Commons Attribution License which permits unrestricted use, distribution, and reproduction in any medium, provided the original work is properly cited.
The statements, opinions and data contained in the journal are solely those of the individual authors and contributors and not of the publisher and the editor(s). We stay neutral with regard to jurisdictional claims in published maps and institutional affiliations.
