| With the rapid development of economy and society,there is a social trend that the accumulation of wealth by individuals,groups and legal persons flow to public welfare and philanthropy.At the same time,the voice of profit-making corporates to participate in philanthropy is increasing,and the corporates' willingness to participate in philanthropy has gradually increased,which has led to a new approach that is establishing foundation to play charity activities.Because China issued the "Foundation Management Regulations" to encourage the development of non-public foundations in March 2004,corporate foundations have developing rapidly in more than ten years.However,due to the special generation mechanism of corporate foundation and the lag of governance reform of China's social organization,the corporate foundations has not achieved synchronous development in governance design,and there are still many problems.The reasons why this paper research corporate foundations are not only as a modern charitable organizations,these have a general requirement for the governance mechanism,but also they have unique in non-profit organization system.This uniqueness is manifested in facts that a corporate foundation is established by a profitable corporate and is highly dependent on the originating firm for the acquisition of tangible or intangible resources.It exists between the needs of social sector organizetions and companies's financial interests,and has a dual identity,one is an independent legal personality,and the other is the organizational identity to serve the corporate charitable motivation.Therefore,these mean that the operation of corporate foundations is susceptible to the motivations of funding corporate social responsibility,such as stakeholder management and image management,as well as the sponsors have movtivations to participate in corporate foundations governance.These make corporate foundation governance research more worth.Based on this,this paper adopts the methods of combination of qualitative analysis and quantitative analysis,normative research and empirical research,then study the particularity and governance mechanism effectives of corporate foundations in China based on the perspective of special governance.In the first chapter,the author introduces the research topic and methods;the second chapter introduces domestic and foreign literatures of the research fields that include corporate social responsibility,the reasons that corporate establish foundation,surface and deep specialization of corporate foundations and foundation governance.The third chapter is the institutional background and the theoretical basis.Firstly,it introduces the institutional background of corporate foundation in the transition from corporate governance to social organization governance.Secondly,it analyzes the applicability of there source dependence theory and principal-agent theory,and the characteristics of corporate foundations'donation behavior and performance from these two theoretical perspectives.Finally,based on the stakeholder theory,this paper analyzes the logics that the internal and external governance mechanisms of corporate foundations exert governance effective.The fourth chapter enters the empirical research part,with the samples of the non-public foundations in 2011-2014,collect and collate the data of these financial,governance and donation behavior characteristics.Then,based on the special of corporate foundations governance,these parts research the characteristics of corporate foundations'donation behavior and performance and the relationship between governance mechanism and performance,such as board of directors,board of supervisors,external auditors and creditors.Chapter 4 examines the differences of donations and performance between corporate foundations and other types of non-public foundations,as well as foundations with different corporate backgrounds.The results show that for the nature of sponsors to be profitable,corporate foundations' donation behavior and performance have particularity.Compared with other types of non-public foundations,corporate donations are diversity and non-relevance,that is,the annual subsidy is more and the project duration is smaller,and the foundations established by state-owned corporate are more prominent.At the same time,the performance of corporate foundations is better,that is,the higher operational expenditure ratio and the lower management expense ratio,and the management expense ratio of the foundations established by state-owned corporate is lower.These findings suggest a double-edged effect of corporate involvement in foundation work.On the one hand,corporate foundations are actually agents their sponsors realize the motivations of stakeholder management,image management and reputation management,and are easily affected by the motivations of corporate social responsibility;on the other hand,the sponsors have the motivation and power to participate in corporate foundations governance.Chapter 5 examines the effectiveness of the internal governance mechanisms of corporate foundations.The results show that the performance of corporate foundations which have different internal governance mechanisms is different,and there are different characteristics in corporate foundations which have different sponsors background and donation project features.1)Compared with the smaller boards,the larger boards have a higher operational expenditure ratioand a lower overhead rate,especially in corporate foundations with non-state-owned sponsors and less donation projects and more relational grant making;2)The proportion of female directors has no significant effect on the performance,and there is no difference in corporate foundations with different sponsors backgrounds;3)There are no significant correlations betweenthe size of supervisors and the ratio of female supervisors and the performance.These conclusions show that larger boards are contribute to improving the performance of corporate foundations and show better governance effectiveness in corporate foundations with non-state-owned sponsors,and female directors and supervisors do not perform governance utility.These mean that the corporate foundations board can play governance effective,but there may be "crowding out effect" due to that different sponsors have different willness and intensity to involve in the foundations governance,which indirectly confirms the view of the lack of autonomy of the corporate foundations boards.Chapter 6 examines the effectiveness of the external governance mechanisms of corporate foundations.The results show that there are differences between the external governance mechanisms and the performance,and the relationship between them is different in corporate foundations with different sponsorsand donation project features.1)Compared with the corporate foundations with non Top 100 accounting firms,the corporate foundations with Top 100 accounting firms have higher operational expenditure ratio and lower management expense ratio,especially in corporate foundations with non-state-owned sponsors and less donation projects and more relational grant making;2)Compared with the corporate foundations with lower leverage,the corporate foundations with higher leverage has a lower operational expenditure ratio and higher management expense ratio,especially in corporate foundations with state-owned sponsors and less relational grant making.These findings suggest that high-quality external auditing can improve the performance of corporate foundations,but there may be "crowding out effect" due to that different sponsors have different willness and intensity to involve in the foundations governance.In addition,creditors have not only failed to exert the effect of governance,but because of their inherent debt-servicing characteristics,they are detrimental to the performance of corporate foundations,especially in corporate foundations with state-owned sponsors.Chapter 7 is the conclusion,the deficiency and the next step research.Because of the low availability of data,this paper does not further study whether corporate foundations are affected by characteristics other than the nature of the sponsors,and how the operation of the corporate foundations affects the sponsors',such as performance,management promotion,etc.This is the lack of this article,but also follow-up research focus.In addition,the research on donation behavior is limited to discussing the number and relation of donation projects which are apparent rather than deep characteristics,which is a shortcoming of this paper.The discussion on the effectiveness of corporate foundations board governance is confined to the size and proportion of female directors,and does not examine the impact of the deeper board structure,which is also the shortcoming of this paper.With the foundations,as well as the sponsors more information disclosure,the future will be able to carry out more comprehensive study.This paper may have some theoretical significance.Firstly,from the perspective of resource dependence theory and principal-agent theory,this paper analyzes the particularity of donations and performance of corporate foundations,which enriches the cross-fields research of economic organizations and social organizations;secondly,it examine differences of donations behavior and performance between foundations with different nature corporate background,which expands profit-making corporates' charity motivation research;Thirdly,from the perspective of stakeholder theory,it examines internal and external governance mechanism governance effectiveness,which deepen corporate foundations governance research;The fourth is to examine the differences of governance mechanism effectiveness between foundations with state-owned and non-state-owned and different donation project features,which expand research of the relationship between different governance mechanisms.This paper may have some practical inspirations.The first is that given the better performance of corporate foundations,governments and regulators can develop more appropriate policies to encourage and guide the development of corporate foundations,which to ensure that they become truly charity organizations rather than means to achieve sponsors' charitable motivations;the second is to improve the internal governance structure,strengthen its decision-making autonomy and supervision effectiveness,such as increase the boards' number appropriatly,introduce the public into the board of supervisors,etc;third is to strengthen the external constraints,as much as possible to choose high-quality external auditors,such as the top 100 accounting firms;the fourth is that foundations choose a reasonable access to funds,that is,should be carefully chosen to obtain funds through debt;the fifth is that the sponsors should participate in the corporate foundations governance moderately to maximize the advantages of economic organizations to participate in social affairs,especially the state-owned sponsors and more donation projects and less relational grant making,to prevent them from producing a "crowding-out effect" to other governance mechanisms,such as the board and external audit.The innovations of this paper may be that:1)this paper examines the differences of donation behavior and performance of corporate foundations which is cross economic and social organization,and explores the influence of "double-edged sword";2)From the perspective of corporate governance theory,it reveals the governance effectiveness of governance mechanism which exists sponsors' supervision;3)Based on the different perspectives and efforts of sponsors to participate in corporate foundations governance,it reveals the "crowding-out effect" of sponsors to other governance subjects. |
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