The Case of France. Board Structure

Masters Thesis from the year 2021 in the subject Business economics - Business Management, Corporate Governance, grade: 1.0, Maastricht University (School of Business and Economics), language: English, abstract: This study examines whether a boards structure and composition are indicative of its monitoring effectiveness in terms of mitigating opportunistic management behavior. French companies may legally choose to operate with a board of directors (One-tier board) or a separate management board and supervisory board (Two-tier board). While the French Corporate Governance Code sets out uniform guidelines on board composition and activity regardless of a given board structure, respective directors face different challenges in establishing adequate management oversight. Hence, externally prescribed board composition may have varying or unintended consequences. Further, both board structures have been attributed with different conceptual advantages that may influence their practical monitoring performance. Using the occurrence of earnings management as an indicator for poor management supervision, empirical results show that companies with two-tier boards are superior monitors. More generally for France, I also find that independent boards are associated with less earnings management whereas busy boards are associated with more earnings management. I do not find a measurable impact of director financial expertise. Finally, mixed results are presented on the existence of a moderating effect of board structure on the relationship between board composition and earnings management.