The personality of company directors as a behavioural risk contributor in the corporate governance process : regulatory intervention as a risk management mechanism.
This thesis examines behavioural risks in corporate governance, and seeks to ascertain what constitutes behaviour. It finds upon an examination and analysis of literature that “personality” and “situations” are elements which contribute to behaviour. Consideration of risk management mechanisms in corporate governance indicates that the personality aspect of behavioural risks has remained largely unidentified. The thesis then focuses on the personality of company directors as a significant contributory factor to their behaviour, and therefore also constituting potential behavioural risks in relation to corporate governance. A question then arises as to how behavioural risks and personality risks in particular have been managed in corporate governance. Taking cognisance of the processes involved in risk management, it is found that personality risks have not been identified by any corporate governance mechanisms, and which means, therefore, that these risks have not been managed effectively under any of the existing corporate governance mechanisms, such as the Turnbull Guidance, UK Corporate Governance Code, UK Companies Act, and EU Company Law Directives. Considering the negative economic and social impact of corporate failures in relation to public listed companies, and the justification for the State to intervene in order to safeguard society from the occurrence and consequences of these failures, this thesis suggests a hybrid regulatory model as an approach to managing personality risks in corporate governance. Building upon relevant corporate and regulatory theories; and incorporating current realities as they relate to the regulation of companies, the thesis proposes a model with suggested provisions which are aimed at contributing to an effective outcome as regards personality risk management. The fundamental requirements of an effective risk management process are discussed and engaged with in the process of developing a conceptual framework for personality risk management from which the approach and provisions in the suggested model are drawn.
Corporate Governance, Personality Risk, Company Directors, Regulation of Risk, Corporate Failure, Behavioural Risk
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