*Article* **Corporate Governance and Earnings Management in a Nordic Perspective: Evidence from the Oslo Stock Exchange**

#### **Frode Kjærland \*, Ane Tolnes Haugdal, Anna Søndergaard and Anne Vågslid**

NTNU Business School, Norwegian University of Science and Technology, NO-7491 Trondheim, Norway; ane.haugdal@ntnu.no (A.T.H.); anna.soendergaard@gmail.com (A.S.); annevaagslid@hotmail.com (A.V.) **\*** Correspondence: frode.kjarland@ntnu.no

Received: 11 September 2020; Accepted: 26 October 2020; Published: 29 October 2020

**Abstract:** The purpose of the study is to examine the relation between Nordic corporate governance practices and earnings management. We find that the presence of employee representation on the board and the presence of an audit committee are both practices that reduce the occurrence of earnings management. Moreover, we find that both board independence and share ownership by directors positively affect earnings management, while board activity and directors as majority shareholders show an insignificant relation to earnings management. We contribute to the existing literature on corporate governance and earnings management by providing valuable insight into the Nordic corporate governance approach and its potential in mitigating earnings management.

**Keywords:** accrual earnings management; corporate governance; Nordic model

#### **1. Introduction**

In response to recent accounting scandals in both the US and Europe there has been an increased concern regarding the effectiveness of corporate governance practices. Undoubtedly, the concerns are justified. The case of Enron Corporation in 2001 is a well-known example of the destroying consequences of weak corporate governance. The scandal created an international attention on how to systematically implement improved corporate governance practices to prevent fraud and questionable managing of earnings. Immediate responses were proposed reforms of corporate governance through legislation and improved listing standards (Coffee 2002). This included the US Sarbanes Oxley Act (SOX) in 2002 and the UK Higgs Report and the Smith Report in 20031. The motivation behind our study is thus the implicit assertion that earnings management and weak corporate governance practices are positively related.

The concept of corporate governance is not new. Its need aroused with the separation of ownership and control in public companies (Berle and Means 1932), which, according to Jensen and Meckling (1976), resulted in agency problems. Consequently, the responsibility to present credible financial information and protect shareholders' interests fell on the corporate governance system (Fama and Jensen 1983). As information asymmetry between preparers and users of financial information makes opportunism possible (Beatty and Harris 1999), the guardian role of the board become obvious.

The extent of earnings management could implicate how well the corporate governance practices are in protecting shareholder's interests, since corporate governance has the potential to reduce or even eliminate fraudulent behavior (Man and Wong 2013). This study addresses the triangular

<sup>1</sup> Regarding Norway; the result was the establishment of the Norwegian Corporate Governance Board (NUES) in 2004.

interaction between a company's shareholders, board of directors and management in a Nordic setting. Many prior studies on corporate governance and earnings management have come from countries within a two-tier or one-tier model of corporate governance, such as the US, the UK, Italy. Egypt, Malaysia and China (Al-Jaifi 2017; Beasley 1996; Campa and Donnelly 2014; Karmel and Elbanna 2012; Klein 2002; Liu and Lu 2007; Marchini et al. 2018; Peasnell et al. 2000; Xie et al. 2003) which differentiate from the Nordic corporate governance model in several ways. Lekvall et al. (2014) claim that two key distinctive features of Nordic corporate governance are the powers vested with a shareholder majority to effectively control the company and the entirely nonexecutive board. Norwegian boards are characterized by a high shareholder concentration. Accordingly, instead of turning to the market for corporate control, major owners generally take an active part in the governance of the company. The system thus provides dominating shareholders the motivation to take long-term responsibility for the company. Moreover, Norwegian Public Limited Companies (ASA) are comprised exclusively of nonexecutive officers, except for employee representatives. An important implication of this is the distinction the duties and responsibilities of a strategically and monitoring board and a mere executive management function. Lekvall et al. (2014) argues that although these features may not seem individually unique, together they make a comprehensive system. Its success is shown by the competitiveness of Nordic companies on international markets. In 2013, *The Economist* described the Nordic corporate governance model as "The next supermodel", pointing to Nordic countries clustering at the top of global league tables of everything from economic competitiveness to happiness (The Economist 2013; Lourenco et al. 2018).

Although Nordic countries have been declared role models for their corporate governance systems (The Economist 2013), there have been limited studies exploring the relationship between corporate governance and earnings management in countries within the Nordic model of corporate governance. The aim of this paper is to fill these gaps and provide valuable insight for users of financial statements beyond the Nordic countries. We do find as a contribution that the presence of employee representation on the board reduce earnings management. Moreover, board independence seem positively related to earnings management, contradictory to the findings of other well-known studies (Beasley 1996; Dechow et al. 1996; Peasnell et al. 2000; Klein 2002). We also find the same regarding share ownership by directors, thus indicating that large proportions of minority shareholders on the board could give the directors incentives to pursue higher-risk strategies to generate larger financial returns.

The findings will be of interest for countries following the same triangular interaction between a company's shareholders, board of directors and management. In addition, the study aims to provide increased attention to the potential benefits the Nordic corporate governance approach has on improving earnings quality by mitigating earnings management.

The remainder of this paper is organized as follows. Section 2 provides a review of previous literature and the hypothesis development. The data and methodology are presented in Section 3, while Section 4 presents the empirical results. Finally, Section 5 conclude the paper's findings, included the limitations of the study.

#### **2. Review of Literature and Hypothesis Development**

Earnings are the summary measure of firm performance produced under the accrual basis of accounting (Dechow 1994). Healy and Wahlen (1999) provides a commonly cited definition of earnings management:

Earnings management occurs when managers intentionally use judgements in financial reporting and in structuring financial transactions to alter financial reports to mislead some stakeholders about the underlying economic performance of the firm or to influence contractual outcomes that depend on reported accounting numbers.

As the definition points out, firms have two options to manage earnings. First, earnings can be managed through deviations from normal business activities (Xu et al. 2007). The firm could, for example, boost reported profit by cutting down on research and development, selling assets it would otherwise keep and cutting down on employee development. Deviating from normal business practices to manipulate reported income is defined as real earnings management (Roychowdhury 2006). Second, a firm can alter the level of accruals to obtain the desired level of earnings. Using management judgements in financial reporting is defined as accrual-based earnings management (Healy and Wahlen 1999). Real changes in investment and operating activities are costlier than mere accounting manipulation. It is therefore reasonable to assume that firms have a lower threshold to manipulate earnings through accruals rather than real activities. This study focuses on accrual earnings management only.

Many motivations for earnings management have been examined in the literature. The managerial motives are mixed and include motivations such as maximizing firm value (Beneish 2001), management buyouts (DeAngelo 1986), initial public offerings (IPO's) (Teoh et al. 1998) and meeting the expectations of financial analysts, management, investors and social and political pressure (Payne and Robb 2000; Kasznik 1999; Li and Thibodeau 2019). The essence of earnings manipulation is derived from the flexibility given to management in disclosing their reported earnings (Busirin et al. 2015).

Accounting information is traditionally considered to have a dual role as both informer and steward (Ronen and Yaari 2008). The informative role arises because of investors' need to predict future cash flows and assess the risk of investments. This study will focus on the stewardship role of accounting. The stewardship role of accounting comes from the separation of ownership and management in public firms, resulting in agency problems that could lead to divergence between the interest of shareholders and managers (Jensen and Meckling 1976; Gjesdal 1981). A following control difficulty is information asymmetry. Information asymmetry exists when managers have a more complete set of information about the company than the shareholders, leading to agency costs as the managers have opportunities to promote their own self-interest at the shareholders' expense (Beatty and Harris 1999). Prior studies have found a positive relationship between agency costs and the latitude of earnings management (Beatty and Harris 1999; Man 2019). Corporate governance is thus necessary to align and coordinate the interest of the upper management with those of the shareholders to mitigate the occurrence of earnings management. Fama and Jensen (1983) argue that the board of directors is the highest internal control mechanism responsible for monitoring the actions of top management. Monks and Minow (2008) underline that as the body who governs the firm, it is the board of directors' duty to ensure that the company is run in the long-term interests of the shareholders. While there is no generally accepted definition of corporate governance, it may be defined as a system "consisting of all the people, processes and activities to help ensure stewardship over a company's assets" (Messier et al. 2008).

There is mixed evidence on the effect corporate governance practices has on earnings management. Board characteristics that have been frequently investigated in earnings management literature, such as board independence, board activity and the presence of an audit committee will be included in this study (see Table 1). In addition, directors' share ownership, majority shareholding by directors and the presence of employee representatives will be examined as key elements of the Nordic corporate governance model (see Table 1). Following are some prominent studies reviewed in this regard.

#### *2.1. Board Independence*

NUES (2018) recommend that most of the shareholder-elected members of the board should be independent of the company's executive personnel and material business contacts, while at least two of the shareholder-elected members should be independent of the company's main shareholders. Independent directors are chosen in the interest of shareholders, adding value due to their impartial monitoring of business ethics (Rosenstein and Wyatt 1990). Independent board members are associated with effective monitoring (Fama 1980), while nonindependent board members are considered an obstacle to efficient monitoring (Ronen and Yaari 2008). It is assumed that effective monitoring controls earnings management, as suggested in studies investigating board independence and earnings management (Dechow et al. 1996; Beasley 1996; Klein 2002; Peasnell et al. 2005). Haldar et al. (2018)

and Van den Berghe and Baelden (2005) do however point to other important aspects of directors' independence. They argue that the quality of independent directors depends on other factors specific to the directors' character, the firm and its environment. In accordance with prior earnings management literature, the following hypothesis is tested:

**Hypothesis 1** (**H1**). *There is a negative relation between board independence and earnings management*.

#### *2.2. Employee Representatives*

As stated in the Public Companies Act, the main rule regarding employee representation in Norway is that one third of the directors can be elected by and among the employees. NUES (2018) do not mention any specific recommendations regarding employee representatives since they are considered ordinary members of the board with the same authority and responsibility as the shareholder-elected board members. Literature and prior studies on employee representatives and earnings management is however rare. In Fauver and Fuerst (2006) study on German companies, they argue that employee representatives contribute as informed monitors with detailed operational knowledge that is valuable in board decision-making and supervising. They further conclude that the presence of employee representatives on the board is negatively and significantly related to earnings management. Other studies on monitoring and earnings management have found that better monitoring quality by directors could ultimately help to reduce agency costs induced by either managers or large shareholders (Gul et al. 2002; Peasnell et al. 2005). The importance of operational knowledge is supported in a Chinese study conducted by Chen et al. (2015). They found that the quality of managerial oversight by directors depends significantly on the quality and completeness of the information they receive, stating that directors' monitoring is more effective in a richer information environment. Accordingly, the second hypothesis is:

**Hypothesis 2** (**H2**). *There is a negative relation between the presence of employee representatives and earnings management*.

#### *2.3. Share Ownership by Directors*

It is difficult to state a clear theoretical prediction about the effect of share ownership by directors on earnings management. From an opportunistic point of view, share ownership by directors could weaken their independence and their effectiveness in monitoring financial reporting (Lin and Hwang 2010). On the other hand, managers of firms with low director ownership are expected to exploit the latitude of accounting standards to ease financial constraints, indicating that higher share ownership by directors will reduce the occurrence of earnings management (Gul et al. 2002). It is also found that directors' shareholdings are associated with smaller increases in information asymmetry (Kanagaretnam et al. 2007), which in turn could reduce agency costs and better prevent the occurrence of earnings management (Beatty and Harris 1999; Man 2019). The theoretical assumptions will also vary depending on the ownership structure. According to NUES (2018), long-term share ownership by directors contributes to create an increased common financial interest between the shareholders and the members of the board. With a majority shareholding in the company, and thus a longer-term ownership perspective, an investor is incentivized to prioritize the company's strategic growth. Further, NUES (2018) emphasize that a short-term ownership perspective may work against the best interest of the company and its shareholders. Prior studies on share ownership by directors and earnings management reflects the inconsistent assumptions. Peasnell et al. (2005) found a positive, though not significant, relation between share ownership by directors and earnings management, while Gul et al. (2002) reported a significantly negative relation. In their meta-analysis, Lin and Hwang (2010) documented no significant relationship. Based on the theoretical predictions and the existing literature, the following two hypotheses have been made:

**Hypothesis 3** (**H3**). *There is a relation between share ownership by directors and earnings management*.

**Hypothesis 4** (**H4**). *There is a negative relation between the percentage of directors as majority shareholders and earnings management*.

#### *2.4. Board Activity*

The board activity is measured by the board meeting frequency and is often considered an indicator of the effort put in by the directors. It is generally believed that an active board is more effective in monitoring the management (Ronen and Yaari 2008). Lipton and Lorsch (1992) stress that a widely shared problem among directors is too little time to carry out their duties, pointing out that more frequent board meetings will make directors more willing to perform their duties in line with shareholders' interests. The literature on board activity and earnings management consists of contradictory conclusions. Vafeas (1999) and Xie et al. (2003) find that more frequent board meetings lower the degree of earnings management, while other studies show either a positive relation between board meeting frequency and earnings management (Daghsni et al. 2016) or no relation between them at all (Ahmed 2007). Based on the contradictory literature, the fifth hypothesis is:

#### **Hypothesis 5** (**H5**). *There is a relation between board meeting frequency and earnings management*.


**Table 1.** Presentation and description of the corporate governance variables along with the expected impact on earnings management.

#### *2.5. Audit Committee*

The Public Companies Act and the Stock Exchange Regulations stipulates whether Norwegian public companies are required to establish an audit committee or not. The members of the audit committee are elected by and among the board members and at least one of the members of the committee must be independent with regards to NUES' (2018) recommendations (Lekvall et al. 2014). According to the Public Companies Act, the audit committee's primary mission is to prepare the supervision of the financial reporting process and monitor the systems for internal control and risk management. The committee should further meet regularly with the firm's external auditor and internal financial managers to produce balanced and accurate reports. Accordingly, audit committees complement existing internal governance practices by improving the monitoring function and reduce agency conflicts (Cai et al. 2015). Prior studies have found a significant relation between earnings management and audit committee practices (Bedard et al. 2004; Wan Mohammad et al. 2016). Klein (2002) found that the existence of an audit committee will reduce earnings management. Similarly,

Dechow et al. (1996) and Purat Nelson and Devi (2013) found that firms manipulating earnings were less likely to have an audit committee. The last hypothesis is formulated as follows:

**Hypothesis 6** (**H6**). *There is a negative relation between the presence of an audit committee and earnings management*.

#### **3. Data and Methodology**

#### *3.1. Data And Sample Selection*

Our initial dataset consisted of quarterly financial statements from 168 companies listed on the Oslo Stock Exchange in the period 2014 to 2017. Due to difficulties in defining abnormal accruals in the financial service industry, 16 bank and insurance companies were eliminated from the sample. In addition, there is an exclusion of 18 companies that had not been listed for the entire period, 83 firms due to lack of data and 2 firms due to mergers and acquisitions in the period (see Table 2). The financial data was collected through the Thomson Reuters Eikon database, while the corporate governance data was collected from companies' annual reports. If the reports lacked data, it was retrieved directly from the companies through e-mails and phone calls.



In Das et al.'s (2009) study on quarterly earnings patterns and earnings management, they find that firms performing poorly in interim quarters may attempt to increase earnings in the fourth quarter to achieve a desired annual earnings target. Accordingly, this study used data from quarterly reports in the analyses to catch more of the fluctuations in earnings. Further, interim reports are often unaudited, which allows greater managerial discretion and require less detailed disclosure than annual financial statements (Jeter and Shivakumar 1999). Using quarterly financial data in the analysis could thus increase the likelihood of detecting earnings management.

#### *3.2. Measurement of Earnings Management*

In the existing earnings management literature, a commonly used approach for detecting earnings management is by examining accruals. The literature distinguishes between two widely used approaches in defining total accruals: the balance sheet-based approach (Healy 1985; Jones 1991) and the cash flow-based approach (Vinten et al. 2005). The cash flow approach measures accruals directly from the statement of cash flows which mitigate the danger of measurement errors. Consequently, this study used the cash flow approach to define total accruals. The cash flow approach measures total accruals as the difference between the earnings of an entity and its cash flow generated from operating activities. Thus, to calculate total accruals using the cash flow approach the following formula has been used:

$$\text{TA}\_{\text{it}} = \text{NI}\_{\text{it}} - \text{CFO}\_{\text{it}}$$

where TAit = total accruals for company i in quarter t, NIit = net income for company i in quarter t and CFOit = cash flow from operating activities for company i in quarter t.

Total accruals consist of a discretionary component and a nondiscretionary component. Nondiscretionary accruals represent changes in a company's underlying performance, while discretionary accruals represent changes due to management's accounting decisions (Ronen and Yaari 2008). When estimating earnings management, it is the discretionary accruals that are of interest. A fundamental issue is however the challenge of separating the discretionary and nondiscretionary components of earnings (Elgers et al. 2003), since they cannot be directly observed. Several methods have been developed to estimate the discretionary component of accruals. A widely used approach is to benefit regression techniques, where total accruals are regressed on variables that are proxies for normal accruals. Discretionary accruals were thus the unexplained component of total accruals.

Several widely used regression techniques have their origin in the original Jones model from 1991. This study used 2 modified versions of the original model; the Modified Jones model proposed by Dechow et al. (1995) and a performance-matched model introduced by Kothari et al. (2005). The Modified Jones model was designed to eliminate the assumed tendency of the Jones model to measure discretionary accruals with error when discretion was exercised over revenues (Dechow et al. 1995). The modification made from the original Jones model is that changes in revenues are adjusted for the changes in receivables in the event period. When applying the Modified Jones model, the nondiscretionary and the discretionary components of total accruals can be calculated by the following equation (Dechow et al. 1995):

$$\frac{\text{TA}\_{\text{it}}}{\text{A}\_{\text{it}-1}} = \beta\_0 + \beta\_1 \frac{1}{\text{A}\_{\text{it}-1}} + \beta\_2 \frac{\Delta \text{REV}\_{\text{it}} - \Delta \text{REC}\_{\text{it}}}{\text{A}\_{\text{it}-1}} + \beta\_3 \frac{\text{PPE}\_{\text{it}}}{\text{A}\_{\text{it}-1}} + \varepsilon\_{\text{it}}.\tag{1}$$

where

TAit = total accruals deflated by lagged total assets for company i in quarter t Ait−<sup>1</sup> = lagged total assets for company i in quarter t ΔREVit = changes in total sales deflated by lagged total assets for company i in quarter t ΔRECit = changes in account receivables deflated by total assets for company i in quarter t PPEit = net value of property, plant and equipment deflated by lagged total assets for company i in quarter t

Kothari et al.'s (2005) performance matched model is an extended version of the Modified Jones model, where return on assets (ROA) is added as an additional variable. The following equation is used:

$$\frac{\text{TA}\_{\text{it}}}{\text{A}\_{\text{it}-1}} = \beta\_0 + \beta\_1 \frac{1}{\text{A}\_{\text{it}-1}} + \beta\_2 \frac{\Delta \text{REV}\_{\text{it}} - \Delta \text{REC}\_{\text{it}}}{\text{A}\_{\text{it}-1}} + \beta\_3 \frac{\text{PPE}\_{\text{it}}}{\text{A}\_{\text{it}-1}} + \beta\_4 \frac{\text{ROA}\_{\text{it}}}{\text{A}\_{\text{it}-1}} + \varepsilon\_{\text{it}} \tag{2}$$

where

ROAit = net income after tax deflated by lagged total assets for company i in quarter t

Kothari et al. (2005) claim that economic intuition, empirical evidence and extant models of accruals suggest that accruals are correlated with a firm's present and past performance. Hence, to control for performance on discretionary accruals, ROA is added as a control variable. Further, because of the nonlinear relationship between accruals and performance, Kothari et al. (2005) argue that a performance matched approach is better specified to test discretionary accruals than by using a linear regression-based approach.

In both models the variables are deflated by lagged total assets to control for firm size effect (Healy 1985; DeAngelo 1986) and to mitigate heteroscedasticity in the residuals (White 1980). Further, nondiscretionary accruals are estimated using ordinary least squares (OLS). The prediction from the

OLS estimation in model (1) and model (2) represents nondiscretionary accruals while the residuals represents discretionary accruals. Discretionary accruals can be both positive and negative. In the analysis, the study used the absolute value of discretionary accruals as a proxy for earnings management (as a normal procedure—see Hribar and Nichols (2007) for elaboration). Higher levels of discretionary accruals indicate greater levels of earnings management.

The Modified Jones model (1) showed an explanatory power of 0.1139 (Table A1), while the Kothari model (2) showed an explanatory power of 0.4334 (Table A2). The higher the explanatory power, the closer the estimated regression equation fits the sample data (Brooks 2019). Hence, the measure of discretionary accruals following the Kothari model (2) was used as the dependent variable for the further corporate governance analysis.

#### *3.3. Corporate Governance*

After estimating the extent of discretionary accruals, the relation between earnings management and the corporate governance practices was investigated. In the regression, the corporate governance practices represented the following independent variables:

Board independence: referred to the percentage of shareholder-elected directors that were evaluated as independent with respect to the company's executive management, material business contacts and main shareholders.

Employee representatives: referred to the presence of employee representatives or not. The variable was calculated as a dummy variable assigned the value 1 if the board has employee representatives, 0 otherwise.

Share ownership by directors: referred to the percentage of directors who directly or indirectly holds shares in the company. The variable was calculated by scaling the total number of directors who holds shares by total board size.

Directors as majority shareholders: referred to the percentage of directors who directly or indirectly is listed amongst the company's 20 largest shareholders. The variable was calculated by scaling the total number of directors who are majority shareholders by total board size.

Board activity: referred to the total number of meetings held during a year, scaled by quarter. The variable was calculated using the natural logarithm of total board meetings2.

Audit committee: referred to the presence of an audit committee or not. The variable was calculated as a dummy variable assigned the value 1 if the firm has an audit committee, 0 otherwise.

Earnings management decisions can also be influenced by factors other than the explanatory variables included in this analysis. To control for this and for any spurious relations between board characteristics and earnings management, the control variables firm size, return on assets and return on equity were included.

Firm size: the natural logarithm of total assets was used as a proxy for firm size.

Return on assets: net income divided by total assets was used as a measure for firm performance. Return on equity: total equity divided by total assets was used as a measure for firm profitability. To test the hypotheses', the following equation was used:

$$\begin{split} \text{absDA}\_{\text{it}} &= \beta\_0 + \beta\_1 (\text{BISE}\_{\text{it}}) + \beta\_2 (\text{DER}\_{\text{it}}) + \beta\_3 (\text{SOD}\_{\text{it}}) + \beta\_4 (\text{MJS}\_{\text{it}}) + \beta\_5 (\text{BA}\_{\text{it}}) \\ &+ \beta\_6 (\text{AC}\_{\text{it}}) + \beta\_7 (\text{FS}\_{\text{it}}) + \beta\_8 (\text{ROA}\_{\text{it}}) + \beta\_9 (\text{ROE}\_{\text{it}}) + \varepsilon\_{\text{it}} \end{split} \tag{3}$$

absDAit = absolute value of discretionary accruals for company i in quarter t BISEit = board independence for company i in quarter t DERit = dummy variable that equal 1 if the company has employee representatives on the board, 0 otherwise

<sup>2</sup> The natural logarithm is used to correct for heteroscedasticity (Benoit 2011).

SODit = share ownership by directors for company i in quarter t MJSit = directors as majority shareholders for company i in quarter t BAit = board activity for company i in quarter t ACit = dummy variable that equal 1 if the company has an audit committee, 0 otherwise FSit = firm size for company i in quarter t ROAit = return on assets for company i in quarter t ROEit = return on equity for company i in quarter t

Our study used panel data, featured by exploring the cross-section and time-series data simultaneously. A Hausman test (Table A3), showed that fixed effects estimator was a better fit for the model than the random effects estimator3. Moreover, Equation (3) using OLS was estimated. Additional analysis of the residuals from this estimation displayed significant heteroscedasticity. Consequently, the regression using robust standard errors was estimated. In regression estimates, multicollinearity due to a significant linear relationship between the explanatory variables can affect the estimation of the coefficients of the variables, leading to imprecise results. To test the severity of multicollinearity in the data, a correlation matrix and the Variance Inflation Factor (VIF) method was used. According to Brooks (2019), severe multicollinearity is indicated if the correlation between 2 variables exceeds 0.80 and the VIF index exceed 5. The VIF for each explanatory variable was under 5, with a total mean of 1.6. Supported by the correlation matrix, multicollinearity was not a problem to the model. The correlation matrix and VIF index for the variables are reported in the Appendix A (Tables A4 and A5).

#### **4. Empirical Results**

#### *4.1. Descriptive Statistics*

Table 3 reports descriptive statistics for the sample firms. The absolute value of discretionary accruals has a small mean of 0.03 with a standard deviation of 0.04. The percentage of board independence spans from 0.00 to 1.00, indicating that the sample consists of firms with both 100 percent independent boards and zero percent independent boards. On average the presence of independent shareholder-elected board members is 70 percent. The number of board meetings held by the board of directors is on average 0.95 per quarter4, while the minimum and maximum number of meetings per quarter is respectively 0.00 and 2.205. Further, the descriptive statistics show that the sample consists of firms with both 100 percent share ownership by directors and zero percent share ownership by directors. The mean of share ownership by directors is 63 percent. With respect to the percentage of directors as majority shareholders, the average is 22 percent. The mean of the dummy variable for employee representatives on the board is 0.46, indicating that 46 percent of the sample firms have boards with presence of employee representatives. The dummy variable referring to the presence of an audit committee shows that 92 percent of the sample firms have an audit committee. Finally, the remaining variables included in the model were control variables for different firm characteristics and were not central to our study.

<sup>3</sup> The dummy variables concerning employee representation and audit committee are not considered time-invariant explanatory variables. They will therefore not be absorbed by the intercept in the fixed effects model.

<sup>4</sup> This is equivalent to an average *<sup>e</sup>*0.95 <sup>≈</sup> 2.59 per quarter. <sup>5</sup> This is equivalent to a minimum value of *<sup>e</sup>*0.00 <sup>≈</sup> 1 per quarter and a maximum value of *<sup>e</sup>*2.20 <sup>≈</sup> 9 per quarter.


**Table 3.** Descriptive statistics for the sample firms.

#### *4.2. Regression Results*

Table 4 reports the results of the multivariate regression analysis on the panel data. The R-square is the coefficient of determination, and the value of 0.204 indicates that 20.4 percent of the variation in discretionary accruals is explained by the regression equation.

If we exclude the corporate governance variables (see Table A6 in the Appendix A), the results vary little to nothing compared to the results in Table 4. The difference between the two models is seen in the quality of the model, where Table 4 shows an r-squared of 0.204 compared to 0.148 in Table A6. This implies that model (3), as shown in Table 4 with the corporate governance variables, has a substantially bigger r-squared, and thus explains more of the variation in the absolute discretionary accruals.

#### 4.2.1. Results Hypothesis 1—Board Independence

The panel regression analysis provides a significantly positive relation between the proportion of independent board members and earnings management, providing evidence that the occurrence of earnings management increases in line with the percentage of board independence. Thus, the results do not coincide with the hypothesis, nor the results of Beasley (1996), Dechow et al. (1996), Peasnell et al. (2005) and Klein (2002). Nevertheless, the result is of interest. The previously mentioned studies are all recognized and well-established in the earnings management literature, yet one could argue that firms, legislations and codes of best practices have changed since the studies were conducted. However, our finding is not strong, so our following comments could be related to the mere absence of a significant result of the hypothesis. Recent changes may imply that the current recommendations regarding independence could benefit from a reconsideration considering today's business environment and the experiences made during the recent decades. Moreover, looking beyond the earnings management literature, the findings may support Van den Berghe and Baelden (2005) argument that it may not be sufficient for good corporate governance to implement a formal standard on board independence alone. They argue that "soft" elements like character, attitude and independence of mind are equally important elements to the concept of independence6. Accordingly, as stated in the report of the Conference Board on Corporate Governance Best Practices, "directors must not only be independent according to evolving legislative and stock exchange listing standards, but also independent in thought and action—qualitative independent" (Brancato and Plath 2003).

<sup>6</sup> This argument was also brought to concern by Åse Aulie Michelet on NUES' 2017 annual debate for good corporate governance practices, arguing that for directors to truly be independent they must be able to promote and defend their own opinions (Bjørklund 2017).

#### 4.2.2. Results Hypothesis 2—Employee Representatives

The regression results indicate that employee representation has a direct negative effect on earnings management, as expected in the hypothesis. The finding may be due to several causes. In line with Fauver and Fuerst (2006) analysis on German companies, the result could imply that employee representation provides a credible channel for information to the board of directors. Supported by the findings of Chen et al. (2015), this could improve the quality of managerial monitoring and board decision-making since employee representation provides a richer information environment. Moreover, one could argue that the operational information provided by the employee representatives helps to decrease the control issue of information asymmetry. In line with the findings of Gul et al. (2002), Peasnell et al. (2005) and Beatty and Harris (1999), the assumed increased monitoring quality and decreased information asymmetry brought to the board by employee representation is seemingly effective in mitigating agency costs and earnings management.


**Table 4.** Regression results of model (3).

**Notes:** The equation used to test the hypotheses': absDAit = β<sup>0</sup> + β1(BISEit) + β2(DERit) + β3(SODit) + β4(MJSit) + β5(BAit) + β6(ACit) + β7(FSit) + β8(ROAit) + β9(ROEit) + εit(3). \*\*\*, \*\* and \* indicate the significance level at 1%, 5% and 10%, respectively (two-tailed). All numbers reported in NOK million. Robust standard errors in parentheses, \*\*\* *p* < 0.01, \*\* *p* < 0.05, \* *p* < 0.1.

#### 4.2.3. Results Hypothesis 3 and 4—Share Ownership by Directors

The regression analysis shows a significantly positive relationship between share ownership by directors and earnings management, suggesting a direct positive effect between increasing the percentage of directors who owns shares in the company and the latitude of earnings management. The finding is not in line with the hypothesis, nor the results of Gul et al. (2002). As suggested by Kanagaretnam et al. (2007), directors' shareholdings are associated with smaller increases in information asymmetry, which in turn has the potential to reduce agency costs and thus mitigate the occurrence of earnings management. With respect to the finding, one could therefore argue that there may be other elements of importance when evaluating the effect of directors' shareholdings on earnings management. Supported by Lin and Hwang (2010), the result may provide evidence that directors who own shares in the company are subject to weakened independence and weakened

effectiveness in impartial monitoring, leading to increased agency problems and earnings management. The result is fairly congruent with the findings of Peasnell et al. (2005), who found a positive, though not significant relationship between directors' shareholding and earnings management. It would also be of importance to include the fourth hypothesis in this analysis to more thoroughly assess the assumption. For the fourth hypothesis, the analysis finds a negative, though not significant relation between majority shareholding by directors and earnings management. Even though the result does not support a direct negative effect on earnings management, its implications are of interest. It could imply that majority share ownership gives directors an incentive to prioritize the company's strategic growth. If so, this would help to reduce agency problems related to dissimilar financial interests between the shareholders and the members of the board. The sample data shows that the mean of share ownership by directors and the mean of majority shareholding by directors are respectively 63 percent and 22 percent of the total board size. This implicates that on average 65 percent of the directors who own shares in the company are considered minority share owners with a greater likelihood of a short-term ownership perspective. Given a short-term ownership perspective, they have greater incentives to pursue higher-risk strategies to generate larger financial returns. Combined, these assumptions could implicate that companies with large proportions of minority shareholders on the board manage earnings more frequently. Given these findings, the results corroborate NUES (2018) recommendations regarding directors' long-term and short-term shareholdings.

#### 4.2.4. Results Hypothesis 5—Board Activity

The results of the panel regression suggest a positive, though insignificant relation between board activity and earnings management. This implies that board meeting frequency does not seem to have a direct effect on earnings management, in contradiction to what was expected in the hypothesis and the results of Vafeas (1999), Xie et al. (2003) and Daghsni et al. (2016). The result is however in line with previous studies conducted by Ahmed (2007) and Ahmed (2007). It is worth noticing that the *p*-value of 0.103 is close to a 10 percent significant level.

#### 4.2.5. Results Hypothesis 6—Audit Committee

Further, the regression analysis points out that an audit committee who supervises the financial reporting and disclosure negatively affects the occurrence of earnings management. This is in line with the hypothesis and the studies conducted by Klein (2002) and Dechow et al. (1996). The finding implies that the audit committee's role in board matters contributes to create trust by securing internal control of financial reporting and that the firm complies with laws and regulations. In addition, one could argue that the regular contact they have with the firm's external auditor could be effective in reducing agency conflicts as they weigh divergent views to produce a more balanced and accurate financial report.

Finally, the control variables behave as expected and are consistent with other earnings management studies (Iqbal et al. 2015; Daghsni et al. 2016). Firm size is found to be negatively related with earnings management, indicating that the occurrence of earnings management is decreasing in line with the size of the firm. The results further show that ROA and ROE negatively affects earnings management, suggesting that earnings management decreases as firm performance and profitability increases. In addition, all control variables are significant.

#### *4.3. More Discussion*

We do acknowledge the potential of endogeneity issues in our analysis, as e. g. omitted variables. We are also aware of the important role of firm size in this kind of research, and thus can affect the independent and dependent variables simultaneously—see Coles and Li (2020) for a comprehensive discussion. Moreover, we observe that robustness tests can weaken our findings to some degree, however our main message of the analysis remains.

#### **5. Conclusions**

Cited as the next supermodel for corporate governance (The Economist 2013), it is of interest to examine corporate governance practices within the Nordic model of corporate governance. The purpose of this study was to provide insight to better assess the relation between Nordic corporate governance practices and earnings management, and potentially highlight the benefits of the model. The robust multivariate regression analysis under the fixed effect estimator has been used for estimation, while the absolute value of discretionary accruals is used as a proxy for earnings management (Hribar and Nichols 2007).

The presence of employee representation on the board and the presence of an audit committee are both practices that seem to reduce the occurrence of earnings management. The negative relation between the presence of an audit committee and earnings management is already well-established in the earnings management literature (Klein 2002; Dechow et al. 1996), while the findings of employee representation is to some extent new insight. Our findings may suggest that employee representatives provide a credible channel for information, contributing to a richer information environment. This can mitigate agency costs and earnings management and could imply that there are other important aspects of independence that should be taken into consideration to improve the quality of the directors. As for the results regarding share ownership by directors, the findings indicate that large proportions of minority shareholders on the board could give the directors incentives to pursue higher-risk strategies to generate larger financial returns. Finally, board activity and directors as majority shareholders both presented insignificant relations to earnings management. Still, their implications on earnings management may be of interest.

The contribution of this study is not without limitations. First, by using discretionary accruals as a measurement for earnings management one relies solely on proxy measures. Hence, one cannot exclude the possibility that the findings are subject to more natural accounting explanations than earnings management. Second, the relatively small sample size could affect the accuracy of the estimations. Third, our model is not without econometric challenges, and, finally, the corporate governance model may not be enough in capturing the omission of other corporate governance variables. These limitations may constrain the validity of the findings.

**Author Contributions:** Conceptualization, F.K., A.S. and A.V.; methodology, A.T.H.; software, A.T.H.; formal analysis, A.S. and A.V.; investigation, A.S. and A.V.; data curation, A.S. and A.V.; writing—original draft preparation, A.S. and A.V.; writing—review and editing, F.K.; supervision, F.K.; project administration, F.K. All authors have read and agreed to the published version of the manuscript.

**Funding:** This research received no external funding.

**Acknowledgments:** We appreciate the thoughtful comments and constructive suggestions from two anonymous reviewers.

**Conflicts of Interest:** The authors declare no conflict of interest.

#### **Appendix A**


**Table A1.** The Modified Jones model (1).

**Notes:** The equation for the Modified Jones model developed by Dechow et al. (1995): TAit Ait−<sup>1</sup> <sup>=</sup> <sup>β</sup><sup>0</sup> <sup>+</sup> <sup>β</sup><sup>1</sup> <sup>1</sup> Ait−<sup>1</sup> <sup>+</sup> β2 ΔREVit−ΔRECit Ait−<sup>1</sup> <sup>+</sup> <sup>β</sup><sup>3</sup> PPEit Ait−<sup>1</sup> <sup>+</sup> <sup>ε</sup>it(1). Standard errors in parentheses, \*\*\* *<sup>p</sup>* <sup>&</sup>lt; 0.01.


**Table A2.** The performance matched model (2).

**Notes:** The equation for the performance matched model by Kothari et al. (2005): TAit Ait−<sup>1</sup> <sup>=</sup> <sup>β</sup><sup>0</sup> <sup>+</sup> <sup>β</sup><sup>1</sup> <sup>1</sup> Ait−<sup>1</sup> <sup>+</sup> β2 ΔREVit−ΔRECit Ait−<sup>1</sup> <sup>+</sup> <sup>β</sup><sup>3</sup> PPEit Ait−<sup>1</sup> <sup>+</sup> <sup>β</sup><sup>4</sup> ROAit Ait−<sup>1</sup> <sup>+</sup> <sup>ε</sup>it(2). Standard errors in parentheses, \*\*\* *<sup>p</sup>* <sup>&</sup>lt; 0.01, \*\* *<sup>p</sup>* <sup>&</sup>lt; 0.05.



**Notes:** Test of H0: difference in coefficients is not systematic. The random effects estimator is chosen if the *p*-value is > 0.05, and the fixed effect estimator is chosen otherwise.

**Table A4.** Correlation matrix.


**Notes:** According to Brooks (2019) a correlation between two variables that exceeds 0.80 indicates severe multicollinearity. The variables are defined as: abs\_DA = absolute value of discretionary accruals, BISE = board independence, DER = employee representatives, SOD = share ownership by directors, MJS = directors as majority shareholders, BA = board activity, AC = audit committee, FS = firm size, ROA = return on assets, ROE = return on equity.



**Notes:** According to Brooks (2019) a VIF index over five indicates severe multicollinearity. The variables are defined as: abs\_DA = absolute value of discretionary accruals, BISE = board independence, DER = employee representatives, SOD = share ownership by directors, MJS = directors as majority shareholders, BA = board activity, AC = audit committee, FS = firm size, ROA = return on assets, ROE = return on equity.



**Notes:** The equation used to test the robustness: absDAit = β<sup>0</sup> + β1(FSit) + β2(ROAit) + β3(ROEit) + εit(3). \*\*\* and \* indicate the significance level at 1% and 10%, respectively (two-tailed). All numbers reported in NOK million. Robust standard errors in parentheses, \*\*\* *p* < 0.01, \* *p* < 0.1

#### **References**


*J. Risk Financial Manag.* **2020**, *13*, 256


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