Moral hazard,competition and contract design: empirical evidence from managerial,franchised and entrepreneurial businesses in Norway

Agency theory emphasizes the role of ownership, control and incentives in encouraging managers to improve efficiency. Owners often tie managers to contracts that reduce conflict of interest between owners and managers. The differences between alternative business ownership structures have been investigated. According to theory, we expect managers with an outcome-dependent dealer contract to be more efficient than managers with a more integrated and less performance based employee dealer contract. We also analyse how competitive pressure might reduce the moral hazard problem and therefore affect contract design. Berle and Means (The Modern Corporation and Private Property, Macmillan, New York, 1932) long ago stated that the market mechanism could constrain the agency problem. Even so, this problem has scarcely been investigated empirically. This paper also considers the contractual effect of potential monitoring costs, education and relationship age in a model tested on data from 175 dealer contracts in a multinational oil company.     

Dividend policy and investor pressure

The economics of dividend policy has focused on the single tight narrative that dividends keep managers honest, mitigating concerns that they over-invest. This article provides a critique of that agency narrative, arguing that pressure from short-term focused investors, executives and board members pushes the firm into preemptive actions of returning too much cash via dividends. We analyze three channels of influence for investor pressure through 1) threat of takeovers, 2) shareholder value oriented corporate governance, measured by director independence and board equity incentives, and 3) trading and institutional ownership patterns. We find that firms adopt a higher dividend payout to discourage takeover bids. Also, FTSE 100 firms, that are most focused on shareholder value governance in the form of equity-based compensation and a higher share of independent directors, display a higher dividend payout. Frequency of trading and ownership by transient investors seeking current profits also predict increased dividend payout. Traditional agency theory, focused on dividends as a tool for managerial discipline, is not strongly supported by the results, which rather support a narrative of short-term investor pressure on firms irrespective of investment opportunities.     

Trust and foreign ownership: Evidence from intra‐European foreign direct investments

We use a novel firm‐level dataset to test whether trust affects the volume and the ownership structure FDI across Europe. Our methodology deals with the endogeneity of trust from the investor to the recipient country. We expect such a trust measure to affect investment decisions, and the associated knowledge capital, differently across types of foreign investors. In particular, this effect is expected to be stronger for industrial investors who possess transferable knowledge capital. The data confirm our predictions. Higher trust increases the number and volume of FDIs, but also the probability of co‐investing with a partner from the recipient country.     

Family ownership,altruism and agency costs in Australian small- and medium-sized enterprises

Given the continuing uncertainty about whether family firms enjoy lower agency costs, this article hypothesizes that a combination of the effects of family ownership, altruism and self-control is instead at play. To begin with, family ownership can indeed reduce agency costs through better aligning the interests of owners and managers. This is a ‘determining’ effect in that it independently mitigates one source of agency problems. However, altruism combined with self-control problems arising from the highly concentrated ownership often found in family firms can also increase agency costs. This is an ‘embedding’ effect as it is rooted in the personal relationships within the family firm. Using the Business Longitudinal Database compiled by the Australian Bureau of Statistics on small- and medium-sized enterprises (SMEs), we find that for larger SMEs (those with 20–200 employees), the gains in lower agency costs arising from family ownership are almost completely offset by the losses from altruism and the lack of self-control.     

国有机构投资者持股能提升企业投资效率吗?

具有国资背景的机构投资者,对于资本市场平稳发展具有重要意义。本文基于我国2015—2019年A股上市公司样本,考察持股对企业投资效率的影响。研究发现,持股显著提升了企业投资效率,并且该影响在代理冲突更严重和所处信息环境更不透明的公司中更加显著。机制检验表明,降低企业内外部信息不对称和代理成本是持股提升企业投资效率的重要渠道。进一步研究发现,国有机构投资者持股时间越长,对企业非效率投资的治理效果越好;细分国有机构投资者类型后发现,致力于长期维护资本市场稳定和上市公司长期健康发展的证金公司和汇金公司对企业投资效率的提升作用显著,但没有发现“救市”基金和外管局旗下的投资平台对企业投资效率有提升作用。研究结论从企业投资效率视角为国有机构投资者持股在微观企业日常经营中发挥的治理作用提供了新颖的经验证据,对进一步提高我国上市公司质量具有启示意义。     

POST‐PRIVATIZATION OWNERSHIP AND FIRM PERFORMANCE: A LARGE META‐ANALYSIS OF THE TRANSITION LITERATURE

This paper aims to perform a large‐scale meta‐analysis of the relationship between post‐privatization ownership and firm performance in Central and Eastern Europe and the former Soviet Union. Baseline estimation of a meta‐regression model that employs a total of 2,894 estimates drawn from 121 previous studies indicated the superior impact of foreign ownership on firm performance in comparison with state and domestic private entities. Furthermore, the estimation of an extended meta‐regression model that explicitly controls for the idiosyncrasies of transition economies and privatization policies strongly suggested that differences between countries in location, privatization method, and speed of policy implementation strongly influence the link between post‐privatization ownership structure and firm performance. We also found that these factors not only cause a remarkable gap between countries in terms of ex post improvement in firm performance but also significantly affect the interrelationship between foreign investors, domestic outsider owners, and firm managers, and the relative superiority of various domestic outsiders. Conclusive evidence of the harm caused to ex post firm performance by voucher privatization is one of the most noteworthy empirical findings in this paper.     

Corporate tax avoidance and cost of equity capital: international evidence

ABSTRACT

This study examines the association between firm’s tax avoidance activities and cost of equity capital across 17 countries. Consistent with the prior study based on the U.S. evidence, within strong investor protection countries, the extent of firm’s tax avoidance is negatively associated with its cost of equity capital. This result indicates that strong investor protection induces investors to perceive firm’s tax avoidance activities as the results of efficient tax planning to reduce tax liabilities. To the contrary, we find that the extent of firm’s tax avoidance is positively associated with its cost of equity capital within weak investor protection countries. This result suggests that investors impose equity risk premium on firm’s tax avoidance activities in weak investor protection countries, where agency conflicts prevail more on firm’s tax avoidance activities. As the first international study on the association between firm’s tax avoidance activities and its cost of equity capital, this study contributes to the literature by suggesting that such an association may vary across countries depending on the strength of investor protection within each country of domicile.     

股权激励与代理成本

传统以管理费用率作为代理成本的替代不能恰当地反映管理者在职消费和职务侵占的真实水平,本文用经过Jones模型纠正的费用率作为代理成本的替代,考察了所有权性质、总经理持股与否及持股比例对代理成本的影响。本文提供了私有制下总经理适当持股有利于降低代理成本的可靠证据,为中国上市公司即将展开的股权激励计划提供证据的支持。     

Does the market care about investor protection practices in China?

This study develops a scorecard with which to measure the investor protection practices of major listed firms in China during 2007–2010. We use time-series data to examine the relationship between the change in firm investor protection practices and market performance. Our results show that firms exhibiting improvements in investor protection practices manifest a subsequent increase in buy-and-hold abnormal returns. The results further indicate that the changes in the sub-index have different effects on a firm’s future performance. Shareholder rights to be rewarded seem to have the most significant and positive effect on a firm’s future performance for both local and international investors. Moreover, international investors pay attention to their rights to information. Our results provide evidence in support of the notion that the market does care about firm’s investor protection practices. The findings are robust to other measures of firm performance.     

机构持股、公司治理与上市公司R&D投入——来自中国上市公司的经验证据

基于代理理论,检验了机构投资者能否作为一种公司治理机制,降低管理层的代理成本,激励上市公司管理层增加R&D投入、追求上市公司的长期价值。结论显示,机构持股与上市公司R&D支出之间存在显著正相关关系,机构持股能够激励企业进行长期投资。以上发现表明,机构投资者已经能够作为一种公司治理的机制参与到公司治理中,并对公司的经营运作发挥监督作用。     

Politician control, agency problems and ownership reform

Using data from a recent national survey on the ownership reform of state‐owned enterprises in China, we study the effects of reducing politician control and agency problems on a number of reform outcomes. Taking into account the endogenous nature of the reform, we find that these outcome measures of the reform's success are positively affected by the lessening of politician control through increasing the firm's flexibility in labour deployment and by the mitigation of agency costs through the introduction of more effective corporate governance mechanisms such as one‐share one‐vote and shareholding‐based board structure composition. Ownership structure also matters: relative to shareholding by the state, foreign ownership has a positive effect on reform outcomes; individual (mostly employee) shareholding has a negative or insignificant effect. Somewhat surprisingly, operating autonomy (excluding labour deployment flexibility) has a negative effect on firm performance, suggesting serious agency problems in the reformed enterprises.     

CORPORATE GOVERNANCE AND CAPITAL ACCUMULATION: FIRM-LEVEL EVIDENCE FROM ITALY

This study investigates the impact of investor protection on firm ownership and capital growth in a model where investor protection is allowed to vary between firms. Using panel data for Italy, we construct firm-level variables to capture the degree of investor protection, which is observable to all shareholders. Empirical evidence indicates that the stronger the investor protection the lower the fraction of equity that is owned by insiders. Results show that higher insider equity ownership is linked to larger risk premiums and higher costs of capital. Implications suggest that the magnitude of capital stock distortions is particularly important when shareholder protection is weak and ownership concentration is high.     

Equilibrium audit strategies against tax treaty shopping

This paper examines game‐theoretic models of tax treaty shopping. An investor can choose a direct or indirect investment route across countries to minimize tax. A tax agency can audit the investor. The audit is costly but it can give additional revenue to the tax agency. In simultaneous‐move games, regardless of whether incomplete information exists and whether a home country allows foreign tax credits, there are mixed‐strategy equilibria where the investor may choose tax‐minimizing indirect routes and the tax agency may audit the investor. This equilibrium random audit strategy helps the tax agency raise revenue and reduce treaty shopping. Comparative statics yields an implication consistent with empirical evidence. However, if the home country has a foreign tax credit system with a high tax rate, or if the tax agency observes the investor's action in a sequential‐move game, the investor always chooses the direct route, and no treaty shopping occurs in equilibrium.     

Post-privatization corporate governance and firm performance: The role of private ownership concentration,identity and board composition

We examine and analyze the post-privatization corporate governance of a sample of 52 newly privatized Egyptian firms over a period of 10 years, from 1995 to 2005. We look at the ownership structure that results from privatization and its evolution; the determinants of private ownership concentration; and the impact of private ownership concentration, identity and board composition on firm performance. We find that the state gives up control over time to the private sector, but still controls, on average, more than 35% of these firms. We also document a trend in private ownership concentration over time, mostly to the benefit of foreign investors. Firm size, sales growth, industry affiliation, and timing and method of privatization seem to play a key role in determining private ownership concentration. Ownership concentration and ownership identity, in particular foreign investors, prove to have a positive impact on firm performance, while employee ownership concentration has a negative one. The higher proportion of outside directors and the change in the board composition following privatization have a positive effect on firm performance. These results could have some important policy implications where private ownership by foreign investors seems to add more value to firms, while selling state-owned enterprises (SOEs) to employees is not recommended. Also, the state is highly advised to relinquish control and allow for changes in the board of directors following privatization as changing ownership, per se, might not have a positive impact on firm performance unless it is coupled with a new management style.     

How does ownership structure affect capital structure and firm value?Recent evidence from East Asia1

The present paper examines the effects of ownership structures on capital structure and firm valuation. It argues that the effects of separation of control from cash flow rights on capital structure and firm value also depend on the separation of control from management as well as on legal rules and enforcement defining investors’ protection. We obtain firm‐level panel data (three stage least squares, 3SLS) estimates from four of the East Asian countries worst affected by the last crisis. There is evidence that the general wisdom that higher control than cash flow rights may lower firm value may be reversed among owner‐managed family firms in the sample countries.     

Considerations on Inequality,Corporate Governance,and Financialization

Abstract

Disjunctures between corporate governance, increasingly dominated by financial considerations, and social inequality have been among the motor forces of current world-wide “populist” voter revolts. This article looks for clues for the relation between economic inequality, corporate governance, and financialization by re-examining the work of Karl Marx and of Adolphe Berle and Gardiner Means. Marx is widely considered, in Japan, to have pointed out that the division of profit into the wages of management and the profit of enterprise is considered as a path to the association. However, this general interpretation in Japan may not be sufficient for capturing capitalism’s contemporary reality. This presentation develops an alternative interpretation of this chapter by combining Marx’s explanation with the theory of the separation of ownership and management proposed by Berle and Means. We then explore causal relations among income inequality, corporate governance, and financialization.     

Managerial pay and executive turnover in the Czech and Slovak Republics*

Despite the crucial role played by managers in changing the functioning of labour markets in transition economies, research on the determinants of executive pay and CEO turnover in these countries is almost non‐existent. The current paper aims to add to this minuscule literature. For this purpose I make use of a unique dataset containing relevant firm–manager information from the Czech and Slovak Republics in the late nineties. This allows me to examine the influence of individual and in particular firm characteristics, such as, size, ownership type, industry and region, as well as corporate performance on chief executive compensation levels and changes therein and on the extent of executive turnover.     

公司异质性、在职消费与机构投资者治理

文章实证检验了在代理成本不同的上市公司中,机构投资者持股与管理层在职消费之间的关系。研究发现,机构投资者持股能够有效降低管理层在职消费,而且这种抑制作用在代理成本较高的公司中更加明显;同时,管理层在职消费与公司绩效负相关,这一负相关关系同样在代理成本较高的公司中更加显著。研究结果表明,大力发展机构投资者有利于公司治理的改善,而且在代理成本不同的上市公司中机构投资者的治理作用存在显著差异。     

Preplanned exit strategies in venture capital

This paper empirically considers the role of preplanned exits (the investor's initial strategy to sell the investee firm via an acquisition or an initial public offering (IPO) at the time of initial contract with the entrepreneur), legal conditions and investor versus investee bargaining power in the allocation of cash flow and control rights in entrepreneurial finance. We introduce a sample of 223 entrepreneurial investee firms financed by 35 venture capital funds in 11 continental European countries, and these data indicate the following. First, preplanned acquisition exits are associated with stronger investor veto and control rights, a greater probability that convertible securities will be used, and a lower probability that common equity will be used; the converse is observed for preplanned IPOs. Second, investors take fewer control and veto rights and use common equity in countries of German legal origin, relative to Socialist, Scandinavian, and French legal origin. Third, more experienced entrepreneurs are more likely to get financed with common equity and less likely to be financed with convertible preferred equity, while more experienced investors are more likely to use convertible preferred equity and less likely to use common equity.     

Foreign-owned versus Domestically-owned Firms: Economic Performance in Japan

This paper utilizes micro‐panel data for firms located in Japan and examines differences in corporate performance between foreign‐owned and domestically‐owned firms in the 1990s. We find that foreign‐owned firms not only reflect superior static characteristics, but also achieve faster growth. Moreover, foreign investors appear to invest in firms that may not be immediately profitable, but those that are potentially the most profitable in the future. There is also no evidence that foreign investor is “foot‐loose.” These imply that foreign investors bring useful firm‐specific assets into the Japanese market, which may work as an effective catalyst for necessary structural reform.