The Importance of Board Independence - a Multidisciplinary Approach
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The Importance of Board Independence (IVOR nr. 90) 2012/12.3.4:12.3.4 Cluster analysis
The Importance of Board Independence (IVOR nr. 90) 2012/12.3.4
12.3.4 Cluster analysis
Documentgegevens:
N.J.M. van Zijl, datum 05-10-2012
- Datum
05-10-2012
- Auteur
N.J.M. van Zijl
- JCDI
JCDI:ADS597216:1
- Vakgebied(en)
Ondernemingsrecht / Algemeen
Ondernemingsrecht / Corporate governance
Deze functie is alleen te gebruiken als je bent ingelogd.
The results are used to perform a cluster analysis. This analysis is performed to investigate whether people with comparable answers to the questions have common characteristics. The results from the Ward’s hierarchical cluster analysis show two clusters, with 288 and 129 respondents respectively. The answers to the questions of both clusters are provided in Table 12-5. Shareholders are more important for the respondents of cluster one than for the respondents of cluster two. 66.7% of the respondents in cluster one regard monitoring on behalf of shareholders as a task of the supervisory board on average, whereas only 30.2% of cluster two thinks that the supervisory board should look after the interests of shareholders. The difference between these two scores is significant on all levels. This is not the case for employees, suppliers, customers, the state, society and debt providers. Relatively more respondents of cluster two than the respondents of cluster one look after the interests of these particular stakeholders. The differences are significant at all levels of significance, with the exception of debt providers (p = 0.057).
Table 12-5: Results from the cluster analysis. The group of respondents is divided into two clusters based on their answers to the questions regarding whose interests should be looked after and which suggested potential threats to independence are a real threat to independence. Differences between the clusters were tested with an F-test. The P-values are given in the last column.
Cluster 1
Cluster 2
N
Mean
N
Mean
F-test
P-value
Monitoring for
Shareholders
288
0.667
129
0.302
53.811
0.000***
Employees
288
0.622
129
0.899
35.894
0.000***
Suppliers
288
0.066
129
0.31
48.589
0.000***
Customers
288
0.438
129
0.953
128.519
0.000***
The state
288
0.135
129
0.744
235.128
0.000***
Society
288
0.503
129
0.938
87.807
0.000***
Debt providers
288
0.337
129
0.434
3.646
0.057*
Other
288
0.049
129
0.062
0.319
0.572
Threats to independence
Any share
288
0.507
129
0.38
5.834
0.016**
Shareholder exceeding…
288
0.094
129
0.163
4.191
0.041**
Long tenure
288
0.486
129
0.628
7.282
0.007***
Business relationship
288
0.587
129
0.891
41.696
0.000***
Former executive
288
0.403
129
0.721
39.299
0.000***
Family relationship
288
0.597
129
0.814
19.555
0.000***
Social relationship
288
0.476
129
0.705
19.783
0.000***
Other
288
0.024
129
0.039
0.664
0.416
* Significant at a 90% confidence level, ** 95%, *** 99%.
A closer look at the threats to independence shows that cluster one is more concerned about share ownership than the respondents in cluster two (significant at a 5% level). 50.7% of cluster one and 38.0% of cluster two regard the possession of any share as a threat to independent supervision. The difference is significant at a level of 5%. Share ownership that does not exceed a certain level is a greater concern for cluster two (16.3%) than for cluster one (9.4%). A long tenure, a business relationship, a position as former executive, and family or social relationships are, for 40% or more of the respondents of both groups, a threat. Cluster two is more concerned about these relationships than cluster one. The differences are significant at all levels.
Although social relationships are conjectured in this study to be a very important threat to independence, it is not the most important threat according to the respondents. In both clusters, business and family relationships are regarded to be a larger obstacle to independent supervision. But cluster two is significantly more concerned about social relationships than cluster one.
Table 12-6: Results from the discriminant analysis. The table gives the characteristics of the two clusters from Table 12-5. Age, gender, experience, the age at the time of the first supervisory board position, education, background, number of supervisory board positions, time spent on these positions, remuneration, type of organisation, number of employees and characteristics of their supervisory board, such as independence, number of meetings and the subcommittees. Differences between the clusters were tested with an F-test. The P-values are given in the last column.* Significant at a 90% confidence level, ** 95%, *** 99%.
Total
Cluster 1
Cluster 2
N
Mean
N
Mean
N
Mean
F-test
P-value
Age
413
58.833
284
59.268
129
57.876
2.859
0.092*
Percentage male
417
0.798
288
0.829
129
0.729
5.636
0.018**
First NED-position at age of
413
49.199
284
49.982
129
47.473
7.563
0.006***
Experience
409
9.775
280
9.486
129
10.403
1.482
0.224
Education
414
285
129
WO
300
0.725
203
0.712
97
0.752
0.976
0.324
HBO
98
0.237
71
0.249
27
0.209
0.685
0.408
MO
16
0.039
11
0.039
5
0.039
0.001
0.978
Background
417
288
129
Entrepreneur
170
0.408
134
0.465
36
0.279
13.134
0.000***
Subject specialist
140
0.336
89
0.309
51
0.395
2.984
0.085*
Knowledge specialist
61
0.146
36
0.125
25
0.194
3.388
0.066*
Other
77
0.185
51
0.177
26
0.202
0.353
0.553
Number of NED-positions
410
2.415
281
2.48
129
2.271
1.133
0.288
Time spent
404
22.49
279
22.971
125
21.416
0.271
0.603
Remuneration (EUR)
410
281
129
< 5,000
76
0.185
40
0.142
36
0.279
12.03
0.001***
5,000 – 10,000
101
0.246
65
0.231
36
0.279
1.381
0.241
10,000 – 25,000
119
0.29
93
0.331
26
0.202
6.505
0.011**
25,000 – 50,000
59
0.144
43
0.153
16
0.124
0.467
0.495
50,000 – 100,000
35
0.085
27
0.096
8
0.062
1.165
0.281
> 100,000
20
0.049
13
0.046
7
0.054
0.162
0.688
Type of organisation
405
278
127
Listed company
31
0.077
21
0.076
10
0.079
0.027
0.869
Non-listed company
132
0.326
111
0.399
21
0.165
21.358
0.000***
Family-owned company
58
0.143
50
0.18
8
0.063
9.431
0.002***
Healthcare institution
72
0.178
35
0.126
37
0.291
17.681
0.000***
Housing association
76
0.188
41
0.147
35
0.276
10.135
0.002***
Other
36
0.089
20
0.072
16
0.126
3.377
0.067*
Number of employees
408
281
127
< 10
17
0.042
16
0.057
1
0.008
5.247
0.022**
10 – 50
59
0.145
45
0.16
14
0.11
1.669
0.197
50 – 250
131
0.321
85
0.302
46
0.362
1.56
0.212
250 – 500
62
0.152
40
0.142
22
0.173
0.703
0.402
500 – 1,000
43
0.105
28
0.1
15
0.118
0.348
0.555
1,000 – 10,000
79
0.194
57
0.203
22
0.173
0.433
0.511
> 10,000
17
0.042
10
0.036
7
0.055
0.868
0.352
Independence of the board
397
0.822
269
0.785
128
0.9
11.447
0.001***
Number of meetings
396
6.384
268
6.257
128
6.648
2.088
0.149
Board committees
417
288
129
Audit
193
0.463
122
0.424
71
0.55
5.812
0.016**
Remuneration
121
0.29
75
0.26
46
0.357
4.02
0.046**
Selection
95
0.228
64
0.222
31
0.24
0.165
0.685
Remuneration & Selection
66
0.158
42
0.146
24
0.186
1.079
0.300
Other
119
0.285
87
0.302
32
0.248
1.273
0.260
As the two clusters differ as regards the answers to the above-mentioned questions, the differences in characteristics are described here. The results are given in Table 12-6. The table shows that the respondents in cluster one are slightly older (59.3 years) in comparison to the respondents of cluster two (57.9 years). This difference is significant at a 10% level. Cluster one also has significantly more male respondents (82.9 % versus 72.9%) than cluster two. The respondents in cluster one accepted their first supervisory board position 2.5 years later than the respondents in cluster two. This result is significant at a 1% level. Another significant difference is the percentage of respondents that receive less than 5,000 euros per year for their position. In cluster two this percentage is almost twice as high as in cluster one (27.9% versus 14.2%). Another difference is that the respondents of cluster one are more active in non-listed and family-owned companies, while the respondents of cluster two are more active in healthcare institutions and housing associations. Thus the respondents of cluster two are more active as supervisory directors in nonprofit organisations, while the respondents in cluster one are significantly more active in profit organisations. This fact can also be linked to lower remuneration, because supervisors in non-profit organisations are, on average, paid less than in profit organisations.
From the table it can also be derived that the respondents in cluster two operate on a board that is significantly more independent than the boards of the respondents in cluster one (90.0% versus 78.5%). A closer look at the presence of board committees shows that the respondents in cluster two operate on supervisory boards with significantly more audit and remuneration committees than the respondents in cluster one, which might indicate higher independence. The higher independence and the presence of more board committees might indicate that the respondents in cluster two are more aware of good governance.
Although both clusters differ as regards certain characteristics, they also have some similarities. Supervisory directors in both clusters do not differ significantly with respect to experience, measured in numbers of years of experience. The same holds for their educational background, number of positions and time spent, which do not differ significantly. Earlier in this subsection it was mentioned that remunerations of less than 5,000 euros are observed more often in cluster two than cluster one. Remuneration between 10,000 and 25,000 euros is observed more in cluster one. This difference is significant as well. The other remuneration categories are not observed more often in one cluster in comparison to the other cluster. Although the occurrence of non-listed and family-owned companies is higher in cluster one, and the occurrence of healthcare institutions and housing associations is higher in cluster two, the occurrence of listed companies does not differ between the two clusters. The relative number of listed companies in each cluster is the same. Finally, the size – in terms of number of employees – does not differ significantly either.
Therefore, in short, cluster one is more inclined to monitor for shareholders and cluster two is more inclined to monitor for the other stakeholders. Respondents of cluster two are also more concerned about independence (i.e. they regard more relationships as a threat to independence) and operate on a board that has a higher percentage of independent members and has more board committees. Cluster two is also significantly more concerned about social relationships than cluster one. With respect to the characteristics it can be concluded that cluster two is significantly younger and consists of more females and relatively more internal supervisors that earn less than 5,000 euros. This can also be explained by the fact that these three variables – percentage male, age and remuneration below 5,000 euros – are significantly correlated with each other, as becomes clear from Table 12-8 in the Appendix. However, the occurrence of listed companies in both clusters is relatively equal and the organisations in both clusters are not significantly different with respect to size.
Table 12-7: The answers for profit and non-profit organisations to the questions regarding whose interests should be looked after and which suggested potential threats to independence are a real threat to independence. The group of respondents is divided into two groups of internal supervisors: internal supervisors in profit and non-profit organisations. Differences between the two groups were tested with an F-test. The P-values are given in the last column. * Significant at a 90% confidence level, ** 95%, *** 99%.
Profit
Non-profit
N
Mean
N
Mean
F-test
P-value
Monitoring for
Shareholders
196
0.887
221
0.179
424.7
0.000***
Employees
196
0.756
221
0.653
5.325
0.022**
Suppliers
196
0.190
221
0.087
9.287
0.002***
Customers
196
0.489
221
0.719
24.21
0.000***
The state
196
0.186
221
0.48
45.29
0.000***
Society
196
0.538
221
0.75
21.04
0.000***
Debt providers
196
0.425
221
0.301
6.994
0.008***
Other
196
0.045
221
0.061
0.529
0.468
Threats to independence
Any share
196
0.498
221
0.434
1.711
0.192
Shareholder exceeding…
196
0.167
221
0.056
12.97
0.000***
Long tenure
196
0.462
221
0.607
8.989
0.003***
Business relationship
196
0.629
221
0.74
5.93
0.015**
Former executive
196
0.407
221
0.607
17.21
0.000***
Family relationship
196
0.584
221
0.755
14.08
0.000***
Social relationship
196
0.484
221
0.617
7.534
0.006***
Other
196
0.023
221
0.036
0.635
0.426
In the introduction it was conjectured that the attitude towards independence would be different between respondents from non-profit and profit organisations. To research whether there is a difference between those two sectors, the differences in answers between these two groups were analysed. The results are given in Table 12-7. A similar pattern can be observed. The non-profit sector, which is larger in our sample than the profit sector (221 versus 196 respondents) is more inclined to monitor for suppliers, customers, the state and society, while the respondents in the profit sector consider monitoring for shareholders, employees and debt providers to be of higher importance. Employees were expected to be of higher importance to the non-profit supervisory directors, but the survey gives a different result. These results are all significant.
With respect to the threats of independence, the difference between the groups in their answer to the question whether shareholding is a threat to independence is not significant. However, this question is not relevant for the comparison, since non-profit organisations do not have shareholders. A long tenure, a business, family or social relationship and a position as former executive is a larger threat for the respondents from the non-profit sector than it is for the respondents from the profit sector. This greater concern about independence for supervisory directors in non-profit organisations might be caused by the fact that other mechanisms to keep management in check are smaller in these types of organisations. The absence of shareholders and the threat of takeovers make independent supervision more important as it functions as a substitute.