Are Attributes of Corporate Governance Related to the Incidence of Fraudulent Financial Reporting

Abstract

This study investigates whether a relationship exists between fraudulent financial reporting and a variety of corporate governance attributes. Numerous high profile accounting scandals perpetuated over recent years have brought prominence to the corporate governance structure employed by US public companies. Many of these scandals involved manipulation of the financial reporting process by high level managers. It is therefore thought that a lack of effective oversight provided by the governing bodies engaged to monitor the actions of management may be at the heart of the problem.

A review of prior research is used to identify the attributes of corporate governance relevant for inclusion in this study and to provide support for the posing of twenty directional hypotheses. The selected corporate governance attributes are classified into four broad categories depicting Audit Committee Functionality, Board of Director Composition, Ownership Structure, and External Auditor Factors. A matched pair research design is utilised to determine whether significant differences exist between the corporate governance attributes employed by fraud and non-fraud companies. A sample of 76 fraud companies, identified through an examination of Accounting and Auditing Enforcement Releases issued by the Securities Exchange Commission and drawn from a total of 223 companies examined, are tested along with an industry-size matched sample of non-fraud companies. The results of univariate paired t-tests and a conditional logistic regression equation find that statistically significant relationships do exist between a number of corporate governance attributes and fraudulent financial reporting. Specifically, the study finds that the percentage of independent directors on a company's board, the existence of a nominating committee, and the engaging of a Big6 auditor are negatively related to the incidence of fraud. Whereas, the average number of directorships held by audit committee members, the duality of the CEO and Chairman of the Board positions, and the percentage of company ownership held by outside blockholders are positively related to the incidence of fraudulent financial reporting.