This study seeks to answer the following question: What are the organizational attributes that influence organizational responses to institutional complexity? Building on core ideas of organizational imprinting, I argue that organizational response is influenced by the imprint from the dominant logic of organizing during the founding period and from the institutional position an organization possessed at founding. Empirically, I examine the variation in board composition of Chinese state-owned firms listed in the Hong Kong Stock Exchange market. It is found that state-owned firms founded in the market logic dominant period tend to have more non-state directors on the board in that they were organized around the prescription of the market logic and more responsive to shareholders’ demands for legitimacy reasons. Besides, state-owned firms founded by central government agencies tend to have fewer non-state directors because they were born at the center of the socialist system to accomplish strategic goals of the central government and non-state directors may challenge the vested interests. This study contributes to the organizational imprinting and institutional literature and resonates with the contemporary call for a more systematic examination of organizational attributes that influence organizational responses to institutional complexity.

In this article, we build on recent attempts to theorize about the evolution of boards of directors by juxtaposing firms’ strategies to gain, maintain, and repair legitimacy onto their life cycle to examine how board characteristics change – both symbolically and substantively – to reflect their firm’s evolving legitimating strategy. In doing so, we develop insights contributing to our understanding of the mechanisms underpinning the evolving structure and composition of boards of directors. We suggest that boards fulfill an important role ingrained in the firm’s legitimacy in addition to, and intertwined with, their substantive contribution to the firm’s performance at each life cycle stage. We also address firms’ real ability to effect change in their board as a function of the factors that pertain to each stage of life cycle. We conclude by expounding the implications of this novel framework for future research and managerial practice.

This paper provides empirical evidence of family firm corporate governance structures, by examining a set of corporate governance characteristics of 132 non-financial Spanish listed firms. Results show that family firm boards present differential characteristics and that different patterns of family ownership configurations do not affect family firm corporate governance structures. We find that Spanish family firm boards are smaller than those in non-family firms. Family firm directors own a larger fraction of firm shares and have longer Chairman tenure than non-family firms, and family firms use fewer voluntary board committees – such as nomination and remuneration committees and executive committees. Besides, family firm boards and committees are biased towards insiders. Whether these differential characteristics affect other minority non-family shareholders negatively remains an open question.