The Reciprocal Influence of Parent-Subsidiary Relationships and Enterprise Systems Implementation

Table of Contents

THE RECIPROCAL INFLUENCE OF PARENT-SUBSIDIARY RELATIONSHIPS AND ENTERPRISE SYSTEMS IMPLEMENTATION: AN EXPLORATORY STUDY USING POWER DIFFERENTIAL PERSPECTIVE

Abstract

Acknowledgements

Declaration

Table of Contents

List of Tables

List of Figures

CHAPTER 1 INTRODUCTION
1.1 Introduction
1.2 Research Motivation
1.3 Research Objectives
1.4 Research Questions
1.5 Research Design Outline
1.6 Outline of the thesis

CHAPTER 2 LITERATURE REVIEW
2.1 Introduction
2.2 Corporate Groups
2.2.1 The definition of corporate groups
2.2.1.1 The significance of the ownership and control 23
2.2.1.2 Corporate group as a legal entity as well as an economic entity 24
2.2.2 Entities of the Corporate Group
2.2.2.1 Holding/parent companies 26
2.2.2.2 Subsidiary/controlled entities 27
2.3 Organisational Power, Power Differential, and Control
2.3.1 Organisational Power
2.3.2 Power Differential
2.3.3 The Concept of Control
2.4 Definition and Characteristics of Enterprise Systems
2.5 Power and Information Systems
2.5.1 IT Governance
2.5.1.1 Definition 37
2.5.1.2 The three modes of IT governance 40
2.6 The Theoret ical Construct for this Research

CHAPTER 3 RESEARCH PARADIGM

3.1 Introduction

3.2 The paradigmatic standing of the research

3.3 The Methodological Considerations

3.4 The characteristics of the research

CHAPTER 4 RESEARCH DESIGN
4.1 Introduction
4.2 Defining a Case
4.2.1 Corporate group
4.2.1.1 The ownership of corporate-group entities 60
4.2.1.2 Control 60
4.2.1.3 Corporate group entities 61
4.2.2 The Enterprise Systems Projects
4.3 The Selection of the Case
4.4 Data collection strategy
4.4.1 Research Participants
4.4.2 Interview Protocol
4.5 The Design of Within Embedded-case Analysis
4.5.1 The development of categories
4.5.2 Diagnosing the instance of power in the text
4.5.3 The explanation of the step by step analysis
4.6 The cross case analysis

CHAPTER 5 THE VENTURES GROUP
5.1 The Holding Company of the Ventures Group
5.1.1 Short History of the Ventures Company
5.1.2 Profile of the interviewees of TVC
5.1.3 The position of the holding company
5.1.3.1 The power exercised by the Ventures Company 86
5.1.3.2 Centralisation of IT Decision Making 87
vii
5.1.3.3 Centralisation of control over IT resources 89
5.1.3.4 The expected competitive advantage of the Enterprise Systems 92
5.2 Embedded Case 1: The Publishing and Printing Company
5.2.1 Short History of the Publishing and Printing Company
5.2.2 Profile of the Interviewees of the PPC
5.2.3 The themes emerged in data analysis
5.2.4 The analysis of interviews of research participants of PPC
5.2.4.1 Perceived power differential in the relationship between PPC and TVC
5.2.4.2 Centralisation of IT decision making
5.2.4.3 Centralisation of control over IT Resources
5.2.4.4 The expected competitive advantage by the implementation of Enterprise Systems
5.2.4.5 The tendency of PPC to be compliant with the directives of TVC 108
5.2.4.6 Less influence of TVC on the specifications of business processes of the Enterprise Systems replacement 109
5.2.4.7 The Discussion 110
5.3 Embedded Case 2: Book Distribution Company
5.3.1 Short History of the Book Distribution Company
5.3.2 Profile of the Interviewees of the BDC
5.3.3 The themes emerged in the analysis
5.3.4 The analysis of interviews with research participants of BDC
5.3.4.1 The perceived power differential in the relationship between BDC and TVC 119
5.3.4.2 Centralisation of IT decision making 121
5.3.4.3 The Distress Subsequent to the Implementation of Enterprise Systems. 122
5.3.4.4 The specification of business processes of Enterprise Systems 124
5.3.4.5 Centralisation of control over IT Resources 125
5.3.4.6 The expected competitive advantage of the adoption and implementation of Enterprise Systems 126
5.3.4.7 The Discussion 128
5.4 Embedded Case 3: Food Distributor Company
5.4.1 Short History of the Food Distributor Company
5.4.2 Profile of the Interviewees
5.4.3 Data analysis according to the emerging themes
5.4.4 The analysis of interviews with research participants of FDC
viii
5.4.4.1 Perceived power differential in the relationship between FDC and TVC
5.4.4.2 Centralisation of IT decision making
5.4.4.3 The expected competitive advantage of the adoption and implementation of Enterprise Systems
5.4.4.4 The concerns over the specification of business process by TVC
5.4.4.5 Centralisation of control over IT Resources
5.4.4.6 The bargaining over the provision of Enterprise Systems
5.4.4.7 The Discussion

CHAPTER 6 THE PORT MANAGEMENT GROUP
6.1 Introduction
6.2 The Port Management Corporation
6.2.1 Short History of the Port Management Corporation
6.2.2 Profile of the interviewees of PMC
6.2.3 The position of the PMC
6.2.3.1 The perceived power of the PMC relative to the subsidiaries
6.2.3.2 The perceived control to subsidiary companies
6.2.3.3 The perceived advantages from the implementation of the Enterprise Systems
6.2.3.4 Decentralisation of the arrangement of IT activities and IT decisionmaking
6.3 Embedded Case 4: Medical Service Company
6.3.1 Short History of the MSC
6.3.2 Profile of the Interviewee
6.3.3 Data analysis according to the emerging themes
6.3.4 The analysis of interviews with research participants of MSC
6.3.4.1 Perceived power differential in the relationship between MSC and PMC
6.3.4.2 Perceived control of PMC over the MSC
6.3.4.3 The expected advantage of the adoption and implementation of Enterprise Systems
6.3.4.4 Decentralisation of IT arrangement of the MSC
6.3.4.5 The Discussion
6.4 Embedded case 5: Terminal Management Company
6.4.1 Short History of the Terminal Management Company
6.4.2 Profile of the Interviewee
6.4.3 Data analysis according to the emerging themes
6.4.4 The analysis of interviews with research participants of TMC
6.4.4.1 Perceived power differential in the relationship between MSC and PMC
6.4.4.2 Perceived Control of PMC over TMC
6.4.4.3 The expected advantage of the adoption and implementation of Enterprise Systems
6.4.4.4 Decentralisation of IT decision making authority
6.4.4.5 The Discussion

CHAPTER 7 CROS S CASE ANALYSIS AND DISCUSSION
7.1 Introduction
7.2 The ownership and governance of the corporate groups
7.3 The use of Enterprise Systems to extend the power of the holding company.

7.4 Strengthen the link between subsidiary entities
7.5 Undermining the domination of the holding company
7.6 Impairing the control of the holding company

CHAPTER 8 ANSWERING THE RESEARCH QUESTIONS
8.1 Introduction
8.2 Response to the Research Questions
8.3 Reflections on the Research Objectives

CHAPTER 9 CONCLUSION, LIMITATION, AND FUTURE RESEARCH
9.1 Introduction
9.2 The conclusion of the research
9.3 Limitation and Future Research

References

Appendix A Ethics Approval

Appendix B List of Publications

Appendix C Authorship Indication Forms

List of Tables

Table 2-1. The definitions of Corporate Groups

Table 2-2: The sources of organisational power

Table 2-3. The comparison of the conception of power, authority, and control

Table 4-1 Definition of case and how to select 'a case'

Table 4-2 Justification for the Interview Questions

Table 5-1 The comparison of Indonesia textbook market before and after 2000

Table 5-2 Details of the Research Participants of TVC

Table 5-3 Themes extracted from the interviews of PPC

Table 5-4 Themes extracted from the interview text

Table 6-1 Themes extracted from the interview text

Table 7-1 The instance of the exercise of power in the relationship pertinent to the Enterprise Systems

Table 7-2 The influence of the imposition of Enterprise Systems to the integration of the enterprise systems across subsidiary entities

Table 7-4 The Enterprise Systems facilitated integration and the extent of visibility between entities

List of Figures

Figure 1-1 The Design of Research Flow

Figure 2-1 The theoretical construct of the research

Figure 4-1 Research roadmap

Figure 4-2 Diagram of conceptualisation of relations between corporate group entities

Figure 4-4 The construction of the context of the case

Figure 4-6 Procedure of Data Analysis using Qualitative Content Analysis

Figure 5-1 The focus of examination: the parent and subsidiaries of the Ventures

Figure 5-2 The focus of examination: the circumstances of the Ventures Company

Figure 5-3 The focus of examination: the relationship between TVC and PPC

Figure 5-4. The attempt of TVC to implement Enterprise Systems and subsequent response of the PP

Figure 5-5 The dynamic of influence and independence in the relationship

Figure 5-6 The relation under exploration: the relationship between TVS and the BDC

Figure 5-7 Themes extracted from the Interview Text

Figure 5-8a The contravention of BDC

Figure 5-9b The compliance of BDC

Figure 5-10 The dynamic of influence and independence in the relationship

Figure 5-11 The relation under exploration: the relationship between TVC and the

FDC

Figure 5-12. The attempt of TVC to implement Enterprise Systems and subsequent

response of the FDC

Figure 5-13 The dynamic of the influence and the independence in the relationship

Figure 2-1 Key characteristics of the corporate groups

Abstract

This research focuses on the investigation of the reciprocal influence between the relationships of parent and subsidiary company of corporate groups and the implementation of the Enterprise Systems in subsidiary company. Pertinent to the exploration is how power differential being transpired in the relationships between a holding and subsidiary company of corporate groups during the implementation of Enterprise Systems.

The literature on corporate groups indicates that the relationships between holding and subsidiary companies in the corporate groups are ingrained with power that is associated with the authority, control, and the ability to influence. The aim of this research is to investigate the key aspects of the relationship between parent and subsidiary companies in corporate groups and their impacts on organisation’s Enterprise Systems adoption and implementation. This research also anticipated Enterprise Systems to be one aspect that drives the change in the relationship between parent and subsidiary company.

An interpretive paradigm is the assumed philosophical stance in this research. The case study research method with embedded cases was chosen as the main research approach. Two case studies with five embedded cases were explored. The participating corporate groups were a privately-owned corporate group and a state-owned corporate group in Indonesia. Semi-structured interviews were used for data collection and qualitative content analysis technique was used in analysing the interview data.

The outcome of the investigation demonstrates three aspects in the relationships between a parent and subsidiary company of corporate groups during the implementation of Enterprise Systems that may be beneficiary for practitioners and researchers interested in the use of IS/IT (particularly in developing countries). The holding company should consider the individual business requirements and the “uniqueness” of the subsidiary company in issuing directives for the implementation of Enterprise Systems in subsidiary companies. The second aspect underlines the importance of the holding company to provide strategic directives to achieve the corporate group vision while facilitating and/or enabling the achievement of the subsidiary’s own business objectives. The third emphasises on the importance of the communication between corporate group members, particularly in the design and implementation of the appropriate Enterprise Systems.

Acknowledgements

I would like to express my sincere gratitude to my principal supervisor, Dr. Adi Prananto whose expertise, understanding, and patience, added considerably to my graduate experience. I appreciate his vast knowledge and skill in many areas (e.g. enterprise systems, corporate business, ethics, interaction with participants), and his familiarity with the context of my research, also his understanding on my ‘language style’. I would like to thanks to my second supervisor Dr. Felix Ter Chian Tan especially for his assistance in writing papers in my early stage of study.

Very special thanks go out to Prof Judy McKay, whose has made research looks so easy and intriguing. She encouraged me to go beyond my limitations in language and knowledge with her insightful deliveries and experience. Also thank for fellow RISO staffs for the insightful discussion during RISO sessions. I thank my fellow PhD Students in for stimulating discussions, for all the fun we have in the years passed. A special thanks for Amelia and Siddha for being my right hands through the years.

I would also like to thank to my family for the support they provided me through my entire life and in particular my wife and best friend, Indah, whose has inspired me to take this path of life and for understanding during bitterness and sorrow. I must acknowledge my little brave girl, Qonita, for her bravery in facing challenges, which have made me envy. Big thanks for my princess, Shofiya, her excitement and persistency in learning have encouraged me to be determined to reach the finish line. A big hug will be given for my little man, Zakariyya, for delighting my days with his smiles and joy.

I would like to dedicate this thesis to my parents. I have been extremely fortunate in my life to have parents who have shown me unconditional love and support. The relationships and bonds that I have with my parents hold an enormous amount of meaning to me. I admire them for all of their accomplishments in life, for their independence, and for all of the knowledge and wisdom that they have passed on to their

children over the years. Special thanks for my mom, for - always - offering me trust and confidence upon my decisions.

Finally, I would like to acknowledge the priceless contribution from all my new friends in Melbourne. Who have accompanied and assisted my little family from the very beginning we set the journey in Melbourne. Especially for The Avenuers who give the sense of home and friendships. To be more specific for Muchlis, Fitri, and little Alicia that helped me a lot to cope during the final days of ompleting this journey.

Declaration

This dissertation contains no material which has been accepted for the award to the candidate of any other degree or diploma. To the best of my knowledge, the dissertation contains no material previously published or written by another person except where due reference is maybe in the text of the examinable outcome. The appendix provides a list of peer-reviewed publications that resulted from this research. This dissertation contains material that has been used in these publications.

Cucuk Budiyanto

CHAPTER 1 INTRODUCTION

1.1 Introduction

Enterprise System is an enterprise-wide business software system that enables companies to manage the entire aspects of the operation (Pawlowski 1999; Klaus, Rosemann & Gable 2000; Akkermans et al. 2003; Lee, Siau & Hong 2003). Enterprise Systems encompass the support for a broad range of activities of companies; while at the same time streamline the data flow between different functions across geographic sites and complex networks (Akkermans et al. 2003; Lee et al. 2003). The introduction of the business software has become a phenomenon for driving the organisational change across the globe.

The changes within the organisations were driven by the introduction of the business processes as part of the Enterprise Systems design. The embedded business processes in the Enterprise Systems influence the adopter organisations to transform their business processes to conform to the institutionalised business logics that underline the implementation of control systems into the organisations (Kallunki, Laitinen & Silvola 2011; Morris 2011). The enterprise systems mediate the automation of the routine of collection, manipulation, reporting and discussion of corporate data (Chapman 2005; Dechow & Mouritsen 2005) and organise the parties supplying the data into relations each other. The automation of the routine replaces traditional form of hierarchical supervision.

With regard to organisational power, the implementation of Enterprise Systems that is associated with the integration business processes, streamlining, standardisation is an ideal control technology (Hanseth, Cibora & Braa 2001; Sia et al. 2002). Control will be intensified by the differential of power that is established by the introduction of Enterprise Systems into organisations (Ignatiadis & Nandhakumar 2007). The quest toward management control, therefore, is no longer locating the power and where the control reside, rather identifies what control contributes to the integration and establishes work order into activities.

The role of management is indispensable to introduce the Enterprise Systems to be the catalyst of the change in organisations. The success of the implementation requires the involvement, support and commitment of top management during the implementation (Jarrar, 2000, Al Mudimigh, 2001, Welti, 1999, Teo & Ang, 1998, Sternard, 2009). The literature suggests that the importance of the involvement of top management is prominent in the Enterprise Systems projects. Top management responsible to provide strategic direction of the project, resolve problems arise in the project, and allocate necessary resources for the project (Teo & Ang 1998; Sternard 2009; Bingi, Sharma & Godla 1999). Top management also responsible to ensure the commissioning of the team that work properly to handle the project (Slevin & Pinto 1987; Bancroft et el. 1998; Wang et al. 2007; Khan 2000; Jarrar et al. 2002; Parr & Shanks 2000; Skok & Legge 2002; Ngai et al. 2007; Al Mudimigh 2001), monitor the progress and project achievement (Bingi, Sharma & Godla 1999).

With regard to change management in the organisation, top management ensures the risk of the change is managed adequately (Sternard 2009; Umble, Haft & Umble 2003), and provide training and understanding on the change that is carried out in the organisation (Bradford & Florin 2003; Estaves et al. 2002; Akkermans & van Helden 2002; Gargeya & Bradi 2005). The involvement of top management, in this regard, is substantial to exert the authority to ensure the projects and the associated changes are carried out in accordance with the organisation objectives.

Organisational as well as Information Systems theories distinguish three arrangements of decision making of organisations: centralised, decentralised, and federal (a.k.a.hybrid) (Carter & Cullen 1984; Sambamurthy & Zmud 1999). The centralised arrangement focuses the decision by the central unit of the organisation. The decentralised arrangement, on the contrary, distributes the decision to the subordinate units in the organisations. Finally, organisations adopt hybrid arrangement of decision making distribute some aspects of decision making to the central unit, while the other aspects of decision making are distributed to subordinate units of the organisations.

Within corporate group organisations, the centrality within the group of companies is obtained by acquiring the majority of shares of subsidiary companies (Claessens, Djankov & Lang 2000). Corporate groups are centralistic to the extent that even in the corporate group with the decentralised arrangement of decision making, the holder of the majority of shares of subsidiary companies acquires the legitimacy to influence the strategic aspects of subsidiary companies. It is the voting power derived from the ownership of the majority of shares that underpins the authority of the holding company.

1.2 Research Motivation

The relationship between corporate group entities is ingrained with control (CASAC 2000; Ramsay & Stapledon 2001; van der Laan & Dean 2010). The control of the power holder in corporate groups, in this regard, is derived from the ownership of the majority of shares, position in the hierarchy, and the ownership and control over resources.

With regard to power, however, subordinate units may obtain power that is associated with the ability of entities with less position of power to influence the course of decision making (Hornsey et al. 2003; Mechanic 2003; Blackburn 1981). It is a contradicting phenomenon to the extent that the possession of the entities over power may not be taken for granted. There should be the interactions within the organisations that provides support for such situation and facilitates the condition to take place within organisations. While the arrangement of the corporate group organisations is embedded with power and control of one entity over the other, the influence of the relationship between parent and subsidiary companies of corporate group and the implementation of Enterprise Systems has not been explicated in the literature.

A number of studies have been conducted to establish and understand the issues and/or practices of Enterprise Systems in the context of the relationships between organisations operating in developed and/or industrial nations (Grainger & McKay 2012; Davenport & Brooks 2004; van Liere et al. 2010; Reimers & Guo 2014; Akkermans et al. 2013; Bizerova 2011, 285-297). The organisations explored in such research were individual organisations comprise two or more organisations (i.e. inter-organisational systems, Electronic Data Interchange (EDI), e-marketplace, Business to business (B2B)) of independent and/or separate entities. Apart from Seddon et al. (2012), to the researcher’s knowledge, a very limited number of studies focused on the practice of Enterprise Systems within the context of corporate group organisations as the unified entities. These make it difficult to draw explicit conclusions on the influence of the implementation of Enterprise Systems in the subsidiary companies to the relationship between a holding company and the subsidiary companies. It is the motivation of the research to investigate the influence of the Enterprise Systems implementation to the relationship of parent subsidiary company in corporate groups setting.The purpose of this study is to better understand the influence of the relationship between parent and subsidiary company of corporate groups to the implementation of Enterprise Systems in subsidiary company. Within the same vein, the study anticipates to explain the influence of the implementation of Enterprise Systems to the relationship between a holding and subsidiary company.

1.3 Research Objectives

In order to scope down the problems identified in the previous sections, this study pursues two research objectives. This first objective is “To explore the key aspects in the relationship between parent and subsidiary company in a corporate group setting and their impact on an organisation's Enterprise Systems implementation.” The main objective of the research involves several complex circumstances such as organisational and Enterprise Systems context. Of particular interest is the influence of the corporate group setting in the relation to the ownership of shares, the authority of the parent company, and the selection and implementation Enterprise Systems. The relationship between corporate group entities involves the intricacy and the complexity of organisational power, authority and control of the parent over the subsidiary company, the aforementioned research interest drove the secondary research objective that is described as “To explore the influence of Enterprise Systems as a contributor to the changes in the relationships between business entities of a corporate group.”

1.4 Research Questions

This research explores the influence of the relationship between a holding - subsidiary company of a corporate group to the implementation of Enterprise Systems in the subsidiary company. The research also anticipates should there be a reciprocate influence of the implementation of Enterprise Systems to the relationship between parent - subsidiary entities of corporate group.The research questions proposed in this study are prepared to address the aforementioned research objectives. The detail of the research questions will be discussed in Chapter 3.

1) In what ways do the relationships between parent-subsidiary in the corporate group influence the Enterprise Systems implementation?

2) To what extent do the governance structure of the corporate group and the differences of power associated with control, hierarchy, and authority of the business entities influence the decisions on the implementation of Enterprise Systems?

3a) Does the corporate group have a strategic vision to achieve alignment between IS/IT-Business for the whole group and the individual business entity?

3b) if so, how do the corporate group operationalise this vision? 3c) Do business entities within the group share the same vision?

4) In what ways, if any, does the organisation's Enterprise System influence the relationships between business entities in the corporate group?

Thus, this study evaluates the implementation of Enterprise Systems in subsidiary companies of corporate groups. The perception of the research participants over the relationship between the holding company and the subsidiary companies that transpired during the implementation of Enterprise Systems is investigated.

1.5 Research Design Outline

Figure 1-1 illustrates the outline of the design of this study. This diagram concisely explain the background of the research problem, problem statement, purpose of the study, research questions, theoretical context of the study, research methodology, analysis, and the conclusions of the study.

The flow of the processes of the conceptual thinking in the research is represented by the bold lines. The dotted lines represent the interactions between elements that impact each other or may be limited by their ability to directly impact each other. Finally, the full lines represent the feedback from the empirical outcomes informs the theoretical context and suggests the answers for research questions.

Abbildung in dieser Leseprobe nicht enthalten

1.6 Outline of the thesis

This thesis is organised as follows:

Chapter 1 includes the introduction, the motivation to the study, the research questions, contribution of the study, and the outline of the thesis.

Chapter 2 provides the theoretical context of the study. Literature on the corporate group organisations, the definition and the entities of corporate group are reviewed. The literature on the Enterprise Systems, definition, characteristics and the role of Enterprise Systems in the relationship are synthesised to identify the main research constructs for development of the investigation.

Chapter 3 elaborates the basic belief of the researcher upon the selection and use of methods. The selection of assumptions that help determine the decision during the conduct of the research are discussed.

Chapter 4 elaborates the application of the case study research methodology to answering the research questions. The chapter also explain the relevance of this research and how rigor is maintained during the conduct of the study. The chapter presents the step by step research analysis in detail.

Chapter 5 and 6 contain the analysis and discussion of the case studies. The first case study comprises three embedded cases, while the second embedded case consists of two embedded cases. Each case study provides the background information of the corporate group as a whole and the background information of the individual corporate group entities. The case study reports the key themes extracted from data analysis.

Chapter 7 provides the cross cases analysis between the two case studies; noting the similarities and differences in the themes of the relationships between two case studies. In this chapter, the results are explained through analytical commentary and comparisons are drawn with what was found by other researchers. The findings of the study are discussed, analysed, and finally examined to determine whether the result can be generalised to a larger of different population.

Chapter 8 addresses the answers to the research questions based on the results of the analyses contained in chapter 5,6, and 7.

Chapter 9 provides the conclusion, limitations, and the future research. This chapter elaborates the conclusion of the research, and the limitations of the research due to the shortcomings, conditions or influences that cannot be controlled by the researcher.

CHAPTER 2 LITERATURE REVIEW

2.1 Introduction

As presented in Chapter 1, the objective of the research is “To explore the key aspects in the relationship between parent and subsidiary company in a corporate group setting and their impact on an organisation's Enterprise Systems implementation”. In order to achieve the research objective, it is important to provide sound theoretical fundamentals for the research to improve rigor, quality of the research. This chapter provides a review of the relevant literature with an intention to firstly clarify some of the key terminologies and/or concepts, and secondly to draw upon the existing research and publications in order to form a coherent theoretical construct for the research.

Essentially, the research is built on three key areas of study: Corporate Groups, the theory on Power, and Enterprise Systems. Hence, the chapter is structured as follows: Firstly, a discussion on the concept of “Corporate Groups” will be presented, followed by a literature review exploring the theory of Power (mostly focused on organisational-based research) and the concept of EnterpriseSystems. Ultimately, the understanding built upon the literature on the key areas (i.e., Corporate Groups, Power, and Enterprise Systems) will be used to produce a theoretical construct which forms the foundation of this research.

2.2 Corporate Groups

2.2.1 The definition of corporate groups

Over decades, the form of corporate groups has been adopted in the commercial sectors around the world (Zattoni, 1999). However, surprisingly, there is no one universal definition of a corporate group. Various jurisdictions of law suggest their own definitions of corporate group and the nature of the relationships between entities in the corporate group. Some of the definitions of corporate groups from the literature are presented in Table 2-1.

From the table below, there are two prominent and fundamental attributes of the concept of Corporate Groups. The first attribute is the issue of “ownership” and control of one entity over other corporate entities in the Corporate Group. The second, which is related to the first attribute, is the status of a Corporate Group (and the corporate entities within) from a legal and economic point of view. These two attributes will be discussed further in the following sub-sections.

Table 2-1. The definitions of Corporate Groups

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2.2.1.1 The significance of the ownership and control

The ownership over entities and the control that is associated with the ownership are key aspects in the concept of Corporate Groups. The importance of ownership over the other entities in corporate groups has been emphasised in the literature (Hadden 1984; Ramsay & Stapledon 2001; van der Laan & Dean 2010; Hadden 2012; Paquier 2001) as well as in the legislation and regulations administered by government bodies (CASAC 2000; Companies Act 1985; Corporation Act 2001; Girgado 2006).

Drawn from the literature, there are two direct consequences of the ownership of a corporate group entity by another entity. First, the ownership over an entity is associated with the capability to control the owned entity. Second, it distinguishes the entities within the corporate group into two parties; the holding company (or the parent company) (See Pariente (2007)) as the controlling party and the subsidiary/ies as the controlled party (Bowra & Clarke 1984; Ramsay & Stapledon 2001).

A key characteristic of corporate groups is the presence of the centralised control by a dominant entity in the groups. It has been suggested that, within the context of a corporate group, the capability to control derives from the ownership of shares of subsidiaries (CASAC 2000; Bowra & Clarke 1984; Ramsay & Stapledon 2001; van der Laan & Dean 2010; Paquier 2001).

It has been argued that the possession of the majority of shares of a subsidiary guarantees the effectiveness of managerial control (Hadden 1984; Claessens, Djankov & Lang 2000). The ownership of both capital and voting power will be sufficient for the holding company to exercise control over the subsidiaries (Claessens , Djankov & Lang 2000). Since the controlling entity will obtain the authority to appoint or dismiss the board of director of the subsidiary, the operational and strategic decision of the subsidiary will likely to be drawn upon the directives of the holding company.

It is evident that the ownership of other companies in corporate groups plays a central role in the control over corporate group’s members. Pyramidal structure has been suggested as a structure of control in multi-companies corporations (Claessens, Djankov & Lang 2000). In such structure, a parent company dominates the companies by taking possession on the majority of shares of the group’s corporate members (Pariente 2007). In a pyramidal scheme, for example, Company A that is controlled by the parent company may control several other companies: Company B, Company C, and Company D. The parent company imposes a direct control of Company A while exercising an indirect control over the other three companies. However, it is important to note it is the privilege of the holding company to either exercise its control over the subsidiaries or to grant a greater degree of autonomy to the companies under its authority (CASAC 2000).

2.2.1.2 Corporate group as a legal entity as well as an economic entity

A corporate group comprises independent legal entities with the rights, privileges, duties and liabilities of the entities are separated from each other (see Ford, Austin & Ramsay 2005; Hadden 1984; CASAC 2000; Ford, Austin, & Ramsay 2005; Ramsay & Stapledon 2001; Petrin 2013; and van der Laan and Dean 2010). The separation of the entities of corporate groups is to the extent that (van der Laan & Dean 2010):

A subsidiary company incurs its own debt,

contracts of the subsidiary cannot be treated as the contract of the parent company, profits of a subsidiary are not transferable to the other subsidiary, the legal liability of the group can be structured that a subsidiary may be responsible for the group’s legal liability.

The extent of the consolidation of the financial report of the group reflects the notion of corporate groups as one single economic unit (van der Laan & Dean 2010; Ford, Austin & Ramsay 2005). In many occasions, the regulatory body imposes regulations that treat corporate groups entities as a consolidated

entity and puts the entities under surveillance (see Harris and Hargovan 2010). Bank of Italy, for example, required the holding company to disclose consolidated information of the entire subsidiaries on a regular basis (Fasciani 2007). Since the consolidated reports eliminate the transactions between entities within corporate group, it is likely that the consolidated account reports provide a clear view of the entire organisation (Harding 1984).

It is apparent that the conception of separation of entities of corporate group evolved over time. Early literature of corporate group argued that establishing corporate group benefits the isolation of parent company’s assets from the liability that potentially arise from the practices of the subsidiary (see Ford, Austin & Ramsay 2005; CASAC 2000; Ramsay & Stapledon 2001). Given the protection of the colloquially referred to the “corporate veil”, parent companies tend to evade the responsibility arise from contracts of the subsidiaries. In contrast, despite there might be a specific justification for the development of the concept of corporate group, recent definition suggested the assumed liabilities of parent companies that may arise the activities of subsidiary companies (Petrin 2013).

2.2.2 Entities of the Corporate Group

From a regulatory perspective, it is important (e.g., for taxation, audit, reporting, and/or for compliance purposes) to distinguish a corporate group from other group of companies. Two sets of test, for example, were introduced by a regulatory body in Australia to determine the holding-subsidiary relationships (CASAC 2000). The relationship between entities of the corporate group is the emphasis of the first test. The entities of the corporate groups are distinguished into two broad categories: the holding company and the subsidiary company. Take for example a relationship between two companies in a corporate group. Company H (represents a holding company) and company S (represents a subsidiary company), both companies are members of the same corporate groups. The company H will be considered as the holding company of the company S if the company H (Ford, Austin & Ramsay 1998; CASAC 2000; Bowra & Clarke 1984):

Controls the composition of the board of directors of the company S; Acquires the authority to cast the voting share of the company S; Holds more than half of the amount of the capital of the company S; Is the holding company of a holding company of the company S. In conjunction to the first test, the second test focuses on the ability of an entity to control the other entities in the group. With regard to the ability to control, corporate groups entities are distinguished into a parent entity and the controlled entity (CASAC 2000, Ford, Austin, & Ramsay, 2005). The control, in this regard, is defined as the ability to invest and to influence the decision of the other entity in relation to the financial and operating policies whether directly or indirectly in order to pursue the objectives of the controlled entity (CASAC 2000). The control is associated with the ownership of the controlled entity by the controlling entity. However, in some legislative jurisdictions, the ownership of the majority of share may not be mandatory in obtaining control over the subsidiary entity of corporate groups (Lee 2008).

The discussion over what is regarded as the entities of corporate groups should be concluded with the emphasis upon the terminologies being used in this research. This research does not intend to explore either the extent of ownership among corporate groups entities or the control of an entity over the other entities. However, given the ownership of entities of corporate groups and the control derived from the ownership is a prominent subject in corporate group (see sub-section 2.2.1.1); this research uses the term ‘parent company’ and ‘holding company’ interchangeably. While the terminologies of ‘subsidiary company’ and/or ‘the controlled entity’ represent similar meaning of a child company to a parent company.

2.2.2.1 Holding/parent companies

It has been discussed in the previous sub-sections that the relationships between holding companies and subsidiary companies of corporate group are ingrained with ownership and control (Bowra & Clarke 1984; Haden 1984). The ownership of the holding companies over the subsidiaries renders control of the first company over the latter. One of the main intentions of establishing a holding company is to control other corporate entities by owning their voting capital stock as stated by Hanafizadeh and Moayer (2008) below:

“ Holding companies are established to control other corporations by the ownership of their voting capital stock. In other words, a holding company is applied to any company which in fact controls other companies ” (Hanafizadeh & Moayer, 2008).

While controlling another entity may be central to the intention of establishing holding companies, the ownership of voting stock legitimates the holding company to influence the other companies under its control. The influence over the other corporate group’s entities is manifested in the extent of involvement of the holding company in the subsidiary companies’ strategic and/or operational decision making.

The extent of influence and control being exercised by the holding companies over subsidiaries distinguishes the types of holding companies. The literature suggests two types of holding company according to the degree of involvement of the holding company: the Investment Holding Companies and the Managerial Holding Companies.

The Investment Holding Companies merely hold the investment in subsidiary companies and neither influence the subsidiaries’ operations and/or businesses nor having transactions with the subsidiaries (Paquier 2001; Hanafizadeh & Moayer 2008). In this regard, the profit of the Investment Holding Companies is the accumulation of profit of the subsidiary companies where the investments are commissioned.

The decision to invest and/or divest has been associated with the exercise of influence of the holding company over the controlled company (Duhaime & Schwenk 1985). The investor is likely to boost the revenue of the company to its maximum in value, while the announcement of the investing organisation to dispose its significant amount of assets impacts the organisation’s value in the market (Wright & Ferris 1997). Therefore, it seems confounding the notion of the holding companies not wanting to influence (or have minimal influence of) the operational and/or strategic aspects of the companies it invested in. However, the above can be explained by rationalising the intention of a holding company to acquire voting stocks of another company. It is common for a holding company to simply only focused on acquiring shares/stocks as a means of diversification of investment in various lines of businesses rather than to control another corporate entity (Paquier 2001).

Merely expanding the line of business is not the case with the other type of holding company (i.e., Managerial Holding Company). In addition to investing in the subsidiary companies, Managerial Holding Companies emphasise on the involvement of the holding company in the subsidiary companies’ processes and/or having transactions with them (Hanafizadeh & Nikabadi 2011). An example of these involvements, could be in the form of bringing in a new corporate entity (i.e., via acquisition of the majority of shares) into the corporate group (Paquier 2001) to be vertically integrated with existing subsidiaries to enhance the performance of the whole group.

2.2.2.2 Subsidiary/controlled entities

Each entity of the corporate groups is independent to the extent that the companies possess their own rights, privileges, duties, and liabilities that are separated of each other (Ford, Austin & Ramsay, 2005). Given the entities of corporate groups are distinguished into two opposing terminologies: holding company and subsidiary company; the definition of subsidiary company can be conceived to be in the opposite of the holding company. In regard to the control of the corporate group organisations, for example, subsidiary companies are identified to be the controlled entities (Ramsay & Stapledon 2001). The concept, in which the relationship between companies with the parent entity (a.k.a. the controlling entity) is elaborated, introduces the extent of influence and domination of the parent entity over the controlled entities (i.e., subsidiaries).

The extent of control of the holding company emphasises that the subsidiary company could likely and/or potentially be dominated by the holding company. The subsidiary company’s financial and operational policies, for example, could potentially be prescribed by the holding company with intent to align the subsidiary company with the objective of the parent company. In this situation, the subsidiary company may have less independence to determine the allocation of equity, source its loan, and/or define its own target.

2.3 Organisational Power, Power Differential, and Control

2.3.1 Organisational Power

As highlighted in the previous section, the concept of power and power differential (i.e., control of the holding to the subsidiaries) are prominently featured in the corporate group context. The concept of power (particularly in the organisational context) in this research will be approached from different perspectives to enable a richer understanding of the concept.

Dahl (1957), for example, suggested the conception of power as ‘A has power over B to the extent that A can get B to do something that B would not otherwise do’. Power in this regard is perceived to be the ability to influence the other party to carry out instructions albeit reluctantly or submissively. Dahl further argued that the power owned by parties in a relationship is comparable (refer to “power comparability”, Dahl 1957, p. 205) and hence is juxtaposed as the relative degree of power (Dahl 1957, p. 201) held by two or more entities. Transposing this in the organisational context, the issue of power in the relationships between corporate entities is not absolute and may fluctuate based on a number of factors.

Another view of power in the organisational context was defined by Pfeffer (1992 p.14). He suggested that power is the potential ability to influence the behaviour of others to do something. Having power is not necessarily observable in a relationship and, therefore, is situated on the perception of the other party/ies upon the (potential) use of power by an entity it has a relationship with.

Pfeffer further argued that, the perceived power may have an impact prior being exercised by the entity regarded as having higher (or more) power. The anticipation over “punishment” that may be carried out for non-obedience or non-compliance, for example, may drive a party in a relationship to conform to the directives of the other entity.

However, merely perception and belief of others will not be adequate for power to be applied effectively in an organisational context. As argued by Wrong (1968, p.677), the power holder needs to be knowledgeable that he/she is perceived to be powerful by others. Arguably, this can be interpreted as the entity with the power does need to have something of substance (relative to what is regarded as being of significant value within the context of the relationships - in this context, this substantive something is referred to as a “power currency” by McCornack (2000)) to maintain and exercise power within the relationships. Subsequently, when necessary, the power holder can exercise its power to “punish” others that are not complying with his/her/its demands. The argument, therefore, underscores the notion that power may not be clearly visible and observable unless the impact of the exercise of power is materialised (Dahl 1957 p.201; Zolkiewski 2011 p.464).

Control and influence were suggested as the synonym of power (Dahl 1957). Both words involve the exercise of activity/ies by subject(s) that affect the behaviour of the object(s). In the discussion, Dahl (1957) used an example of the extent of the power of a police officer in commanding the traffic. The police officer clearly has power over the incoming traffic to the extent that he influences the behaviour of the traffic either to stop, or turn to the indicated direction. On which, the drivers either reluctantly or submissively follow the order of the police officer.

The above could lend an explanation to the concept of control in an organisational environment. Control is suggested as the process by senior management in ensuring the business to perform satisfactorily and motivates the business unit management to continue to do so (Goold & Quinn 1990).

Power as an attribute of an entity may be applied both for an individual and an organisation. As the attribute of an individual, for example, the literature recognises the power of expertise that is conceived to be owned by people for their experience and skill on a particular area (Mechanic 2003). The extent of expertise of a person, he further argued, would likely determine whether the person can be easily replaced by another person with similar expertise. Perceived unique and valuable skills in a certain area by a person will increase dependency to that person making it harder for the person to be replaced.Power as the attribute of organisations, in contrast, emphasises on the influential behaviour in a relationship between organisations (Pfeffer & Salancik 2003 p.xiii; Emerson 1962). Interdependence between organisations, for example, cultivates power of an organisation over another organisation (Pfeffer & Salancik 2003). Some organisations benefit from their salience in the ownership of other corporate entities and/or their position in social relations, as well as in the hierarchy of corporate relationships, that creates dependency of other organisations.

Within a smaller unit of an organisation, power is considered to be the attribute of functions in the organisations (Hickson et al. 1971). A subunit may have power relative to the other subunit for the ability to deal with the uncertainty of the organisation. The power may be derived from the centrality of the subunit in the organisation’s workflows and/or for its contributions to the organisation’s outcomes/outputs.

Hence, drawing from the discussions of power in this subsection, Power in this research is defined as the ability of a party and/or a coalition of parties to influence the other party(ies), within the context of a corporate relationship, to conform to the will and/or standards of the first party.

2.3.2 Power Differential

The concept of power differential is central to this research. Despite the acknowledgement of the notion of power differential in the literature, few, if any elaborate the definition of power differential. Ignatiadis and Nandhakumar (2006), for example, state that power differential will be established as the consequence of the introduction of Enterprise Systems as a control system in the organisation. However, they did not provide a definition of the term. The differences of power between two or more entities in a relationship are central and prominent to the concept of “power comparability” and the “relative degree of power” as suggested by Dahl (1957). Yet, there is no clear definition for such differences of power in organisational research literature.

Emerson (1962), for example, emphasised that the balance of power in a relationship will be influenced by the dynamic of dependence between the parties. He argued that within a balance power relation, the power of A over B is proportional to the dependence of B to A. Therefore, the less dependence of A to B will discourage the power that might be exercised by B to A. It can be regarded that the change in the balance of power between A and B will affect the difference of power between them.

The difference of power between entities is also indicated in the conception of “power dependence relation” (Pfeffer and Salancik 1978 p. 53). Pfeffer and Salancik (1978) argued that, within a power difference condition, there must be asymmetry in the exchange relationship. It was suggested the asymmetry in a relationship may occur when the exchange is not equally important for both entities in relation. In a trade relation between organisation X and organisation Y, for example, if X sells products to Y and depends on Y to absorb its products, it will be conspicuous that Y buys and depends on X for the provision of the necessary input. If for some reason Y sources a new supplier and reduce the number of products purchased from X, it will inflict the symmetry in the relation, which potentially increases the dependence of X toward Y.

A position in the hierarchy of the organisation signifies power (French & Raven 2001). Hence,the different positions within the hierarchy of the organisation would arguably be the source of power differential between organisational members. It has been suggested that the authority attached to a certain position can be interpreted as a power that reside in the position within organisations (Astley & Sachdeva 1984) - also referred to as “positional power” (French & Raven 2001). Authority is a formal decree of the incumbent where the subordinates obey their superiors. In this regard, the difference of power is built upon the perception of subordinates that their superiors have a right to exercise power.

The dependence of an organisation to certain critical resources may also contribute to the differences of power between the organisation in need of those resources and those who possess and/or can supply the resources. The dependence of organisation A to organisation B, for example, may be built upon the ability of organisation B to accommodate the provision of resources that are considered critical by organisation A. The resources may not be obtained out of the relationship between organisation A and organisation B. An organisation’s dependence toward the other organisation may be built upon the need for critical resources that are being accommodated by another organisation (Pfeffer & Salancik 1978 pp. 47-50; French & Raven 2001). It is suggested that resource owner may exercise control over the provision of critical resources, determines the allocation of resources, or grants access to resources. Therefore, to obtain critical resources, those who need the resources rely on the discretion of the resource owner.

Hence, following the above discussion and given the absence of such description, for the purpose of analysis in the research, the power differential is described as “the difference of power between entities in relationships that built upon the power held by each entity”. The following table 2.2 provides a summary of the key literature prominent in the discussion to define the term “power differential”.

Table 2-2: The sources of organisational power

Abbildung in dieser Leseprobe nicht enthalten

Control over resources

External control of organisations (Pfeffer & Salancik 2003)

The ability to exercise authority by ownership of resources, access to important resources, the use of resources, and the ability to regulate over the ownership, access, and use of resources

Abbildung in dieser Leseprobe nicht enthalten

2.3.3 The Concept of Control

Some of the publications use the term power, authority and control interchangeably (Ouchi 1979; Emerson 1962). Emerson (1962), for example, suggests the other two as the synonym of power. To represent these concepts with more granular view, two dimensions of power (Dahl 1957) are used to comprehend the source and the scope of power, authority and control. The “source” represents all resources that the actor can exploit to affect the behaviour of others. The “scope indicates the range of influence where power can be effectively exercised. A summary of the conceptions of power, authority and control is presented in Table 2.3.

Table 2-3. The comparison of the conception of power, authority, and control

Abbildung in dieser Leseprobe nicht enthalten

The first distinction is the source from where the conceptions of power, authority, and control may be originated. It may be in the form of resources, objects, or circumstances that can be utilised to be the base to influence the behaviour of others (Dahl 1957). Despite the position in organisation is the common base from where the conceptions might be resulted, organisational power enjoys the wider range of sources that can be utilized. In contrast, to exercise control an actor requires a certain position, usually a higher position in the hierarchy of the organisation (Emerson 1962). Hence, the authority to exercise control would be enjoyed only by a limited number of organisational members.

The second distinction is the scope in which the conception of power, authority, and control might be exercised and might come into effect. It has been argued that, the scope or the range of power determines the effectiveness of the exercise of power (Dahl 1957). The notion of “scope” also suggests a certain boundary (which may be permeable and not visible). “Authority”, for instance, is perceived as the ability to influence the other members of organisations that are enjoyed by a holder of certain position(s) within the organisation (Pfeffer 1992). The scopes where the authority can be exercised effectively are set by the position’s roles and responsibilities (Biggart & Hamilton 1984). Hence, an instruction by a department manager, for example, may not be obeyed by a junior staff of another department as the authority of the manager diminishes outside the boundary of his/her department.

It is apparent that, the concepts of power, authority and control are intertwined with one another. From Table 2-3, the correlation of three conceptions can be deducted as follows: To carry out control, organisations set certain mechanisms and “rules” in which the members of the organisation must adhere to, and the objectives upon which the organisation intends to pursue (Goold & Quinn 1990). The right to control resulted from the authority assigned to a position. While authority is derived from a position in the hierarchy.

2.4 Definition and Characteristics of Enterprise Systems

Enterprise Systems is the umbrella term for business software systems that enable companies to manage the entire aspects of the operation (Pawlowski 1999; Klaus, Rosemann & Gable 2000; Akkermans et al. 2003; Lee, Siau & Hong 2003). Enterprise Systems encompass the support for a broad range of activities of companies; while at the same time streamline the data flow between different functions across geographic sites and complex networks (Akkermans et al. 2003; Lee, Siau & Hong 2003).

Enterprise Systems is often presented as the large scale organisational systems built on packaged software applications (Seddon, Shanks & Wilcocks 2003; Davenport 1998; Strong & Volkoff 2010, Robey, Ross & Boudreau 2002). The software packages were designed to suit the most requirements of organisations (Strong & Volkoff 2010). Unlike the custom built software that is tailored to the precise needs of an organisation, the emphasis of the packaged software applications was on the ability of the applications to be configured into different situations of businesses (Davenport 1998 p.122).

In a broader terminology, Enterprise Systems should be regarded as the overarching definition of organisational systems. In which, people, process and information technology are considered to be the integral parts of the systems (Shanks, Seddon & Wilcocks 2003). It has been identified that every part of the system should be taken into consideration for a successful adoption and implementation of Enterprise Systems (Delone & McLean 1992; Gable, Sedera & Chan 2003; Gable, Sedera & Chan 2008). Therefore, Enterprise Systems should not be regarded as merely as a software.

Despite Enterprise Systems are not necessarily referred to a certain brand and/or a particular package of software application, it has been suggested that the enterprise-wide business application has to be consistent with the following technical characteristics (Klaus, Roseman & Gable 2000):

Enterprise Systems are integrated in an architecture and has centralised functionalities Consistent graphical user interface across all application areas; Capable to handle large volumes of transactions; Available to be deployed in various hardware platforms; Enterprise Systems are supported with user administration.

In the similar vein, Seddon, Shanks, and Willcocks (2003) suggest that the characteristics of Enterprise Systems software:

Has an integrated architecture that is ready to support data integration, processes, and information technology;

Is embedded with its own logic of business processes; Accommodates customized configurations to suit other computer based information technologies.

The ability of Enterprise Systems to facilitate integration between functions in organisations is prominent in the literature. In fact, it distinguishes Enterprise Systems from the previous generation application software (Klaus, Rosemann & Gable 2000). The fragmented functional systems have been replaced by the overarching and integrated systems with the ability to connect end to end businesses. The majority of the adopting organisations benefit from the enterprise-wide solution for its integrated data streamlines (Robey, Ross & Boudreau 2002).

2.5 Power and Information Systems

Organisational power is prominently featured as an enabler for the success of Enterprise Systems implementation (Iacovou, Thompson & Smith 2009; Doolin 2004; Kirsch 1997; Ye et al. 2014; Davison & Martinsons 2002). Power in Enterprise Systems implementation is normally accredited to the action of top management to exercise power by the authority of the position, while the subtle intention of the other organisation members has not been considered as the contributor the successes or failure of the projects (Nandhakumar, Rossi & Talvinen 2005). Since the implementation of Enterprise Systems could fundamentally changes the infrastructure, operating practices of the organisations in accordance with the introduced business processes (Davenport 2000; Bingi, Sharma & Godla 1999), the contribution of the relationship between top management and the subordinate (a.k.a. t operators, users) in the projects should be taken into account to understand the complete picture of the implementation’s success factors.

The implementation of a new Enterprise Systems often influenced the structure of power that has been established in organisation (Alvarez 2008). Alvarez’s (2008) investigation involved a university’s student admission staffs; the implementation of the student administration systems has changed the way of the student enrolment and assignment to classes. Prior to the implementation of the Enterprise Systems, the enrolment of students to a certain class was under the discretion of the admission staffs. The business processes embedded in the new Enterprise Systems limited the ability of the admission staffs to provide‘a comprehensive advisory service’ that requires the admission staffs to juggle around student’s personal information and historical records. In the new Enterprise Systems, the access of the admission staffs were limited to course data and other student’s data; the allocation of students to classes was automatically done by the Enterprise Systems. In this example, by constraining the ability to intervene (i.e., allocating students to specific classes), it could be regarded that the Enterprise Systems reduced the power of the admission staff.

In response to the diminished power to intervene, the admission staffs began ‘feral practices’ (Kerr & Houghton 2007; Thatte, Grainger & McKay 2012) by developing workarounds to the Enterprise Systems. They would bring the courses in the Enterprise Systems offline so they could manually alter the class information. They also asked the students to seek out for approval from their respective course advisors, in essence increasing the workload and the administrative processes of other staffs (and the students).

The implementation of the Enterprise Systems investigated by Alvarez (2008) was advocated by top management of the university. In this example, the extent of power in the relationship between top management as the IS/IT decision maker has not been discussed in the paper. It would be interesting to investigate the issue of accountability and the consequence of exercising authority and power in the above example.

2.5.1 IT Governance

In exploring the issue of Organisational power and Enterprise Systems, it is pertinent to include the concept of IT Governance. IT Governance is a central issue relevant to the concept of organisational power and Enterprise Systems. Not only it is regarded as a sub-set of corporate governance (which in itself contains the framework related to hierarchy, power structure, etc.), but it also highlights key roles,

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