Structuring supervisory board for an anti-corruption strategy: a new application of a compliance system

摘要

Purpose - The aim of this paper is to examine a relevant innovation in terms of how corporate supervisory boards are structured for an effective measure of anti-corruption that concerns a new application of Italian Legislative Decree No. 231/2001 in compliance with the obligations set out by OECD Convention of 17 September 1997 on the fight against corruption. Design/methodology/approach - The research hypotheses which lead the study are based on an empirical analysis of 119 nursing homes with the aim of investigating the state-of-the art of this innovative application especially regarding the composition, effectiveness and functioning of the supervisory board in the unique case when this compliance system becomes compulsory. Findings - The results show how, even though a certain level of uncertainty and ambiguity have led to great variance in the ways the compliance system is drafted, was possible to identify a positive relation between supervisory board composition and performance - that is the effectiveness of anti-corruption system - and a negative relation between board size and performance. Finally, the results suggest the relevance of supervisory board in fostering knowledge as mediating role. Research limitations/implications - The authors believes that future work using inter-temporal modelling could build upon and extend the insights presented here. A second area arises from those contrasts in board characteristics that are present across countries and/or across company's size, small- and medium-sized enterprises or multinational companies and/or across industrial sectors. Practical implications - The authors offers a more nuanced understanding of the linkages between corporate governance and anti-corruption. In particular, the paper suggests that for an effective anti-corruption strategy, larger supervisory board sizes are associated with weaker performance, and a greater external composition is preferable to an internal one. Originality/value - The paper depicts a first and relevant step toward the identification of best practices of corporate governance as anti-corruption system, relating to an innovative and unique - to the date - application of a compliance system based on the supervisory board.