Multiple directorships in Maltese listed entities : implications, determinants, and governance strategies

Abstract

The phenomenon of multiple directorships (MDs) within Boards of Directors of listed entities has garnered increasing attention due to its implications on corporate governance (CG) effectiveness. This study examines the prevalence and major implications of MDs on the governance of Maltese listed entities (MLEs), identifying key determinants and evaluating potential management strategies. A mixed-methods approach is utilized, comprising semi-structured interviews with fourteen directors and company secretaries of MLEs. The findings reveal a significant occurrence of MDs among MLE directors, with impacts that vary based on the number of directorships held, individual circumstances of the directors, and the specific corporate environments of the entities involved. Critical factors contributing to the prevalence of MDs include a limited pool of qualified candidates, directors’ aspirations to serve on multiple boards, and the corporate emphasis on the perceived reputation and quality associated with MD holders. The study highlights that director overcommitment, resulting from MDs, poses potential risks to CG effectiveness. Strategies proposed to mitigate these risks include enhanced nomination committee (NC) reviews, self-assessment mechanisms for board members, and the establishment of more comprehensive guidelines within the CG code specific to directors with MDs. The originality of this research lies in its focus on the unique context of MDs within smaller states like Malta, providing valuable insights into CG enhancement in similar environments. This study offers significant contributions to the literature on MDs and CG, particularly relevant for listed companies in smaller jurisdictions and their stakeholders, by proposing actionable strategies to improve governance practices amidst the challenges posed by MDs.