We investigate the comparative effectiveness of board independence in constraining Real Earnings Management (REMs) in family and non-family firms in the context of corporate governance reform in Bangladesh. In contrast to the pre-reform period, we find that independent directors are more effective in restricting REMs in family firms compared to non-family firms, post reform. Further, we find that the relationship between family ownership and REMs varies significantly between strong and weak corporate governance firms during the post-reform period. This nuanced impact of regulation extends the literature and may be generalised to similar domains with weaker institutions and investor protection.

Introduction

We examine the comparative effectiveness of board independence in restraining REMs in family and non-family firms in an emerging economy, Bangladesh. Bangladesh has its legal origin in common law, but the country suffers from relatively poor enforcement of the legal codes (Rashid, 2011; Siddiqui, 2010). It provides an appropriate setting as family ownership remains a dominant form of ownership in Bangladesh with family firms making up around 64% of the economy (Muttakin et al., 2011). This context also provides us a unique opportunity since Bangladesh has changed its corporate governance regulation in 2012 to a stricter “comply” basis from its earlier “comply or explain” basis (Bangladesh Securities and Exchange Commission, 2012). One of the conditions imposed in the notification is that the minimum proportion of independent directors on the board has to be at least one-fifth (1/5) that doubled the previous requirement of a minimum one-tenth (1/10) of the board (Bangladesh Securities and Exchange Commission, 2012; Bangladesh Securities and Exchange Commission, 2006). This exogenous shock offers a unique opportunity to investigate the effectiveness of family firm boards’ independence in an emerging economy during the pre-reform and post-reform periods. Of the different features of corporate governance, board independence is one important aspect that has drawn significant attention with regard to its effectiveness in ensuring higher quality earnings (Davidson et al., 2005; Peasnell et al., 2005; Xie et al., 2003). The presence of independent non-executive directors on the board wielded a significant influence in reducing the magnitude of earnings management (Davidson et al., 2005; Peasnell et al., 2005). In addition to the board’s independence, Xie et al. (2003) examine the effectiveness of other board characteristics, i.e. number of board meetings, CEO and chair duality, size of the board, etc., and find that board independence has a significant restraining impact on firms’ earnings management.