An Investigation into how Social Capital Influences Board Effectiveness within the Context of Scottish Football Josh McLeod Submitted for the Degree of Doctor of Philosophy Heriot-Watt University School of Social Sciences July 2017 The copyright in this thesis is owned by the author. Any quotation from this thesis or use of any of the information contained in it must acknowledge this thesis as the source of the quotation or information. i Abstract This study examines how social capital influences board effectiveness within the context of Scottish football. While traditional corporate governance research has focused on board structures, recent work considers this approach too simplistic. Contemporary research now points towards board processes – meaning the nature and quality of directors’ social interactions – as the primary antecedent of board effectiveness. However, the process of how different kinds of board processes influence board effectiveness remains unclear. The present study addresses this gap in the literature by applying social capital theory to Scottish football club boards. Specifically, this study adopts Nahapiet and Ghoshal’s (1998) three-dimensional conceptualisation of social capital, which is viewed as an ideal lens for research focused on organisational dynamics. Further, and in contrast to other definitions, this lens is appropriate because it proposes social capital to have internal and external facets. Consequently, this mirrors the internal and external functions of boards. Scottish football is regarded as a pertinent context in which to extend governance research. Governance failings and insolvency have been common among Scottish football clubs, and therefore exploring board effectiveness in this setting could provide valuable insights for theory and practice. This research adopts a multiple-case study design. Three clubs (Heart of Midlothian FC, Raith Rovers FC and Dunfermline AFC) were purposively selected in accordance with set criteria to achieve replication logic and facilitate cross-case comparisons. In total, 28 semi-structured interviews were conducted with 25 individual club directors and representatives of key institutions (such as the Scottish Football Association). The interview data are supplemented by extensive documentary material including club documents and online supporter discussion forums. The interpretivist perspective underpins the research, and the template analysis approach is used to analyse the data. The study makes practical and theoretical contributions. From a practical perspective, it extends knowledge of board effectiveness and its antecedents by illustrating how features of social capital such as social connections, trust and shared values facilitate board role performance and board dynamics in Scottish football clubs. Second, it makes a theoretical contribution by highlighting how the nature of the interaction process between social capital dimensions is influenced by contextual factors. ii Acknowledgements I owe thanks to a number of people without whom this work would not have been possible. First and foremost, I would like to express my deepest gratitude to my supervisors, Professor Kate Sang and Professor Andrew Adams, for their incredible support over the past three years. They have always made time to chat and offer guidance, and their insightful feedback has pushed me to develop my thinking and improve the quality of my work. I am indebted to the commitment they have shown me. I would also like to thank all of the people that kindly gave up their time to be interviewed for this study. Their knowledge and expertise are exceptional and I have learned so much from them. I am grateful to my family, friends and partner Serena for their continued support and patience throughout the PhD process. Finally, I want to thank all of the inhabitants of MBG.34, which has been an office full of ideas and laughter for the duration of the project. iii ACADEMIC REGISTRY Research Thesis Submission Name: Josh McLeod School: School of Social Sciences Version: (i.e. First, Final Degree Sought: PhD Resubmission, Final) Declaration In accordance with the appropriate regulations I hereby submit my thesis and I declare that: 1) the thesis embodies the results of my own work and has been composed by myself 2) where appropriate, I have made acknowledgement of the work of others and have made reference to work carried out in collaboration with other persons 3) the thesis is the correct version of the thesis for submission and is the same version as any electronic versions submitted*. 4) my thesis for the award referred to, deposited in the Heriot-Watt University Library, should be made available for loan or photocopying and be available via the Institutional Repository, subject to such conditions as the Librarian may require 5) I understand that as a student of the University I am required to abide by the Regulations of the University and to conform to its discipline. 6) I confirm that the thesis has been verified against plagiarism via an approved plagiarism detection application e.g. Turnitin. * Please note that it is the responsibility of the candidate to ensure that the correct version of the thesis is submitted. Signature of Date: 01/02/2018 Candidate: Submission Submitted By (name in capitals): Signature of Individual Submitting: Date Submitted: For Completion in the Student Service Centre (SSC) Received in the SSC by (name in capitals): Method of Submission (Handed in to SSC; posted through internal/external mail): E-thesis Submitted (mandatory for final theses) Signature: Date: Please note this form should be bound into the submitted thesis. Academic Registry/Version (1) August 2016 Table of Contents Abstract ........................................................................................................................... ii Acknowledgements ....................................................................................................... iii Declaration Statement .................................................................................................. iv Table of Contents ........................................................................................................... v List of Figures ................................................................................................................ ix List of Tables .................................................................................................................. x List of Relevant Publications ....................................................................................... xi List of Abbreviations ................................................................................................... xii Chapter One: Introduction ........................................................................................... 1 1.1 Introduction to the Thesis ................................................................................... 1 1.2 Research Background and Rationale .................................................................. 1 Corporate Governance and Board Effectiveness ................................................... 1 Social Capital ......................................................................................................... 3 Scottish Football .................................................................................................... 4 1.3 Research Problem ............................................................................................... 6 1.4 Research Significance ........................................................................................ 7 Contribution to Social Capital Theory ................................................................... 7 Contribution to Governance Practice ..................................................................... 8 1.5 Research Aim and Objectives ............................................................................ 8 1.6 Methodology ...................................................................................................... 8 1.7 Structure of the Thesis ........................................................................................ 9 1.8 Chapter Conclusion .......................................................................................... 11 Chapter Two: Corporate Governance – Literature Review .................................... 12 2.1 Introduction ...................................................................................................... 12 2.2 Corporate Governance ...................................................................................... 12 2.3 The Board of Directors ..................................................................................... 13 2.4 Board Roles ...................................................................................................... 14 Board Role Theories ............................................................................................ 15 2.4.1.1 Agency Theory ................................................................................................. 16 2.4.1.2 Stewardship Theory ......................................................................................... 18 2.4.1.3 Resource-Dependence Theory ......................................................................... 20 Board Roles – Contextual Factors ....................................................................... 22 2.4.2.1 Corporations ....................................................................................................