Track: Business Management

Abstract

The Board of Directors is an essential part in running a company, especially because of its authority over the control and management of company activities, which involves a lot of information. Directors drive the company towards its goals and visions, by moving it to accomplish its missions. One of the manifestation of its importance can be seen in the aspect of disclosure. As the one who manages important information, disclosure is undeniably critical, either for the shareholders, government, or the people. The directors’ ability to disclose important information is one of the benchmarks for the independence of the directors. This independence is influenced by shareholders, whose composition is defined through a share ownership structure. The share ownership structure itself can be classified according to the legal system in that country, which makes the different share ownership structure could be identified through a country’s legal system. Whereas directors’ independency can be identified through a conflict of interest transaction, where the directors play a significant role in preventing potential losses, namely through disclosure. This paper aims to show the relationship between share ownership structure and the independence of directors from the perspective of conflict of interest transactions in Indonesia and Australia to show which share ownership structure is better to be implemented. The results found are that a dispersed share ownership structure that exists in common law countries implies better directors’ independency, and that directors in Australia show better disclosure accompanied by greater responsibility based on conflict of interest regulations.