资本市场开放能否提高企业信息披露质量？——基于“沪港通”和年报文本挖掘的分析

提高信息披露质量对于改善上市公司治理结构和保护股东权益具有重要意义。本文利用2014年开通的“沪港通”机制这一准自然实验,研究资本市场开放是否提高了企业的信息披露质量。从2010-2019年A股上市公司年报文本中提炼可读性指标衡量信息披露质量,使用匹配和双重差分方法进行实证研究,发现“沪港通”机制实施以后,标的公司(纳入“沪港通”的A股上市公司)的信息披露质量显著提高。这一结论对不同的估计方法、样本区间及控制变量组均保持稳健。异质性分析表明,对于盈余操纵水平较高、股价信息含量较低的企业,资本市场开放能够更好地改善其信息披露质量。本文丰富了资本市场开放对企业行为和绩效影响的实证研究,为继续推进资本市场开放政策提供了理论依据。     

Quality of Corporate Governance and Cost of Equity in Brazil

Common sense suggests that the adoption of better corporate governance practices, which enable greater transparency, more protection against capital expropriation, and greater rights for investors, should have the effect of reducing the risk perceived by shareholders and so lead to lower required returns. This article investigates the existence of an inverse relationship between the quality of corporate governance and the cost of equity capital for Brazilian companies. The authors begin by constructing a broad index of corporate governance quality that combines four key aspects of corporate governance: (1) transparency and disclosure; (2) structure of the board of directors; (3) ownership and control structure; and (4) shareholder rights. To estimate the cost of equity, the CAPM was applied by using ex ante market premiums calculated with a simple discounted‐dividend method. On the basis of a sample of 67 Brazilian companies traded at the São Paulo Stock Exchange (Bovespa) during the period 1998–2008, the study concludes that there is a significant inverse relationship between the cost of equity and a number of proxies for effective governance, particularly those representing transparency and disclosure. Closer inspection of the reductions in cost of capital associated with improvements in the specific governance quality index components suggests that companies would benefit the most from prompt submission of information to regulators and full disclosure of executive pay.     

外资并购模式对我国上市公司治理结构影响的差异性分析

以我国沪、深两市在1999～2005年内发生外资并购的48家上市公司为样本,选取股权结构、董事会、监事会、股东大会、高管层以及信息披露六个维度共13个指标,通过因子分析法定量研究外资并购对我国上市公司治理结构的影响,发现不同并购模式下公司治理结构得到优化的比例呈现较大差异:拍卖收购模式为100%,协议收购非流通股为40.91%,二级市场收购流通股为60%,增资扩股为50%,成立合资公司为22.22%,收购母公司为40%。     

Disclosure and the Cost of Capital: Evidence from the Market's Reaction to Firm Voluntary Adoption of IAS

Abstract:  Using a unique international setting where the effects of disclosure on firm value can be measured in a constant regulatory environment and in isolation of other confounding factors, this paper shows that firms can increase their value through their choice of accounting standards. Specifically, we document strong positive abnormal returns at the announcement of voluntary adoption of International Accounting Standards (IAS / IFRS) by a sample of international firms and an economically significant reduction in long-run returns, consistent with a reduction in the cost of capital. Consistent with these results we also document evidence of an upgrade in analyst recommendations after the IAS / IFRS adoption announcement and a reduction in the implied cost of capital. Finally, we find strong evidence that the documented abnormal returns are consistent with signaling and bonding benefits stemming from the reduction in asymmetric information. Our results highlight the importance of increased disclosure on minority shareholder protection and on corporate governance in general.     

资本市场会计信息披露暨治理问题研究--基于上市公司会计信息披露不对称的视角

上市公司会计信息生产和披露质量直接影响了资本市场的稳定健康发展。资本市场会计信息生产和披露存在着一定的供求机理,直接影响了会计信息生产和披露的质量。由于管理主体上的虚化、内控弱化和治理结构上的偏差、会计信息系统的集成和共享性弱以及从业人员素质上的差异,使得上市公司会计信息披露存在着不充分性、非主动性、虚假性和滞后性问题,由此增加了资本市场信息不对称和风险发生的可能。因此,严厉打击资本市场会计信息造假,规范资本市场会计信息披露,需要进一步完善资本市场会计信息披露制度,创新和完善新技术背景下会计准则和会计制度,加强对现有上市公司会计信息生产和会计信息披露标准的制定和使用,提升上市公司会计信息生产和会计信息披露独立审计监督的标准化和规范化水平,加强上市公司会计信息生产和披露监督标准化体系建设。     

企业环境信息披露影响因素实证分析:2010~2011年A股重污染行业上市公司观察

以2010～2011年A股重污染行业上市公司作为研究对象,从产品市场竞争、公司治理角度考察了企业环境信息披露的影响因素。结果显示：公司治理结构的合理安排能够对提升企业环境信息披露质量产生一定的积极作用,但是产品市场竞争与公司治理机制之间的关系尚不明确。本文的研究结论意味着,在我国当前的制度背景下,要提高企业环境信息披露水平,保护利益相关者利益,有必要继续完善上市公司治理结构;同时,本研究也说明产品市场竞争并不能解释重污染行业企业环境信息披露的动机。     

Corporate Social and Environment‐related Governance Disclosure Practices in the Textile and Garment Industry: Evidence from a Developing Country

We investigate the social and environment‐related governance disclosure practices of a sample of textile and garment companies operating within Bangladesh. Using content analysis we find that the disclosure of governance information lags behind general corporate social responsibility disclosures, and the textile and garment companies of Bangladesh disclose information about their governance practices in order to secure/maintain legitimacy and/or to meet community expectations. However, the governance disclosures still fall short of what would appear to be expected by the international community, and despite ongoing international concerns about workplace conditions and associated safety, the results suggest limited accountability and transparency in relation to social and environment‐related governance practices within a developing country context.     

Factors influencing corporate governance disclosures: evidence from Alternative Investment Market (AIM) companies in the UK

This study examines the relationship between company and ownership characteristics and the disclosure level of compliance with Quoted Companies Alliance (QCA) recommendations on corporate governance in Alternative Investment Market (AIM) companies. We report clear evidence that compliance increases with company size, board size, the proportion of independent non-executive directors, the presence of turnover revenue, and being formerly listed on the Main Market. However, we find that shell and highly geared AIM companies disclose relatively lower levels of corporate governance than recommended under QCA guidelines. Our findings suggest that market regulators should review the potential impact of the quality of corporate governance in these companies on the future vibrancy of AIM. We find no evidence that ownership structure or the type of Nominated Advisor is related to disclosure of compliance with QCA guidelines. Overall, in a lightly regulated environment such as the AIM market, it seems that companies will ultimately pursue a cost–benefit strategy in voluntarily complying with good corporate governance practice.     

Capital market liberalisation and voluntary corporate social responsibility disclosure: Evidence from a quasi-natural experiment in China

This paper investigates the impact of the Shanghai–Hong Kong Stock Connect (SHSC) scheme on voluntary corporate social responsibility (CSR) disclosure in China. Using a difference-in-differences (DiD) design, we find that companies that participate in the SHSC scheme are more inclined to voluntarily issue CSR reports. This effect is more pronounced for companies that have limited access to international markets and those with weak corporate governance. Additional analyses show that SHSC-connected firms also produce higher quality CSR reports and achieve a better CSR performance. Our findings imply that capital market liberalisation promotes voluntary corporate disclosure for investors.     

Perpetuating traditional influences: Voluntary disclosure in Malaysia following the economic crisis

Prior research on listed companies in Malaysia, Hong Kong and Singapore during and before the 1997 financial crisis has reported a significant association between ownership structure and the extent of voluntary disclosure in annual reports. We examine data for Malaysia after the 1997 financial crisis to assess whether the regulatory reaction to the crisis increased the awareness of disclosure as a tool of corporate governance and reduced the influence of insider domination on voluntary disclosure. We contrast director ownership and government ownership as determinants of voluntary disclosure in Malaysian company annual reports. Additionally, we include consideration of proprietary costs by testing whether industry competitiveness has an impact on voluntary disclosure.We find that director ownership is significantly associated with the extent of voluntary disclosure while government ownership, new governance initiatives and industry competitiveness are not significant in pointing companies towards greater transparency. We conclude that, despite the upheaval of the economic crisis, traditional influences of director ownership and family domination of the board outweigh the effect of government-backed accountability initiatives in determining the extent of voluntary disclosure.     

Aktuelle Entwicklungen in der Beaufsichtigung und Rechnungslegung von Versicherungsunternehmen: IFRS und Solvency II

Accounting and supervision are closely related, especially via the determination of regulatory capital. As a precondition for the harmonisation of solvency rules within Europe, as discussed in the context of Solvency II, there is a need for harmonised accounting rules regarding the recognition and measurement of assets and liabilities. The International Financial Reporting Standards resp. International Accounting Standards (IFRS resp. IAS) are used as a starting point. Insurance contracts are accounted for under IFRS 4, published in March 2004, which is only established as an interim standard allowing insurance companies to continue their existing accounting policy without major changes in their accounting systems. The IASB has just begun working on a final standard (Phase II). The IASB’s work on the final standard should be taken into account for the determination of regulatory capital as well. The third pillar of Solvency II is an additional connection between international accounting standards and the Solvency II project: extensive disclosure requirements companies shall provide disciplinary transparency with regard to their risk management systems and risk profiles.     

Mandatory information disclosure and innovation: Evidence from the disclosure of operational information

We use a quasi-natural experiment wherein the Shanghai Stock Exchange requires listed companies in certain industries to disclose operational information and a staggered difference-in-differences model to examine the impact of mandatory information disclosure on corporate innovation. We find that companies subject to mandatory operational information disclosure show significantly increased innovation. This effect is pronounced for companies classified as non-state-owned enterprises, facing severe financing constraints and a high degree of shareholder tunneling behavior and in competitive and high-tech industries. Although mandatory operational information disclosure reduces their competitive advantage, companies appear to compensate by increasing innovation. Our study highlights the positive impact of mandatory operational information disclosure, indicating that it contributes to the high-quality development of both capital markets and companies.     

Intangible assets and value relevance: Evidence from the Portuguese stock exchange

We assess the value relevance of the amounts for identifiable intangible assets and goodwill reported in the financial statements of all non-finance companies listed on the main market of the Portuguese Stock Exchange from 1998 to 2008. Additionally, we use panel data to explore the impact on value relevance of Portugal’s formal adoption of International Accounting Standards [IAS] and International Financial Reporting Standards [IFRS] in 2005. A distinctive feature of the accounting by our sample companies is that when they adopted IAS 38 and IFRS 3 in 2005, they were no longer required to recognise some intangible assets (such as start-up costs and research expenditures) and were no longer required to amortise goodwill.We find that net earnings, reported goodwill and other intangible assets are highly significantly associated with stock price. However, whereas earnings are related positively to stock prices when Portuguese Generally Accepted Accounting Principles (GAAP) were applied prior to 2005, the value relevance of earnings appears to have declined after the adoption of IAS/IFRS in 2005. Although the change to IAS/IFRS had no impact on the value relevance of identifiable intangibles as a whole, the evidence suggests that there was a positive effect on the value relevance of goodwill. When the subclasses of identifiable intangible assets are considered, we found evidence of an increase in value relevance of goodwill, other intangible assets, and research and development expenditures.     

Multinationality and capital structure dynamics: A corporate governance explanation

This paper examines the impact of corporate governance on capital structure dynamics. Using ordinary least squares regressions on 17,496 firm-year observations for 2,294 US multinational companies (MNCs) over the period 1990–2018, we find that MNCs with strong corporate governance use more debt than those with weak governance. Furthermore, strong corporate governance is associated with a faster speed of adjustment to capital structure. This relationship is more pronounced for MNCs than domestic companies, particularly for overlevered firms. We also use the two-part zero-inflated fractional regression model, instrumental variable, and structural equation model estimations to deal with any endogeneity concerns associated with the explanatory variables. Overall, our findings, which withstand a battery of robustness checks, suggest that improvements in corporate governance reduce the costs of monitoring for bondholders, resulting in increased debt financing.     

Insights on CFOs’ Perceptions about Impairment Testing Under IAS 36

We survey CFOs of Italian listed companies and examine their views on the complexities involved in implementing IAS 36 requirements and the perceived usefulness of national guidelines aiming at assisting preparers in this respect. We find that IAS 36 is perceived as an atypical standard among IFRS, it demands subjective interpretation, its requirements can be made adaptable to managerial needs and do not limit creative accounting. Further, respondents do not see a strong link between IAS 36 disclosure requirements and market variables, except for stock returns. Moreover, the impairment testing process became more difficult during the recent financial crisis and guidelines issued by the Italian authorities do not appear to assist in implementing the recoverable amount estimation process or compliance with mandatory disclosure. The respondents explicitly call for a revision in IAS 36 and/or issuance of separate guidance. These findings inter alia respond directly to the IASB’s current quest on financial statements preparers’ concerns about the application of the IAS 36 requirements.     

The Need for Effective Communication with Market Stakeholders

Good corporate governance practices have become increasingly important in determining the cost of capital in global capital markets. The Australian Stock Exchange (ASX) aims to promote an environment of market confidence so that listed companies can obtain reasonably priced capital and maximise the value of their listing. As the market operator, the exchange has the ability to set and monitor disclosure standards and to support dialogue between companies and investors. However, a problem with corporate governance disclosures in Australia is that they have not delivered particularly meaningful information to investors about the performance of individual companies.     

我国上市公司违规信息披露的影响因素研究

上市公司违反监管强制披露基本要求进行的违规信息披露加剧了市场信息不对称,是证券市场健康发展的严重阻碍。本文从财务状况、控制人动机、公司治理结构、环境与制度等方面系统地分析了影响上市公司违规信息披露的主要因素,并以被监管者查处的违规信息披露的上市公司为样本进行实证检验,研究表明在一定的环境和制度下,财务状况和控制人动机是影响目前我国上市公司违规信息披露的主要方面,但公司治理结构时违规披露的约束和影响力较小。     

The value relevance of disclosure: Evidence from the emerging capital market of Egypt

This study examines the value of voluntary and mandatory disclosure in a market that applies International Accounting Standards (IAS) with limited penalties for non compliance. The lack of enforcement creates an element of choice in the level of mandatory disclosure by companies. Using panel-data analysis, our empirical results show that, after controlling for factors such as asset size and profitability, mandatory disclosure has a highly significant but negative relationship with firm value. This result, although puzzling from a traditional perspective, is consistent with the predictions of analytical accounting models, which emphasize the complex interplay of factors determining disclosure effects. Our results also show that voluntary disclosure has a positive but insignificant association with firm value. This lack of statistical significance supports the view that there is a complex interplay of different factors determining the relationship between disclosure and firm value.     

Determinants of intellectual capital disclosure in prospectuses of initial public offerings

Intellectual capital is recognised as the new economic era’s pivotal factor underlying value creation. Deficient and inconsistent intellectual capital reporting is escalating information asymmetry between informed and uninformed investors. This provides fertile ground for informed investors to extract higher abnormal returns and higher wealth transfers from uninformed investors, particularly during a firm’s initial public offering (IPO). This study investigates the association between intellectual capital disclosure levels in prospectuses of 444 IPOs listing on the Singapore Stock Exchange between 1997 and 2006, and three potential explanatory determinants: (1) ownership retention; (2) proprietary costs; and (3) corporate governance structure. Statistical analysis supports our conjecture of a positive association between intellectual capital disclosure and ownership retention. We also find, consistent with expectations, a negative influence of proprietary costs on the positive intellectual capital disclosure – ownership retention association. However, contrary to predictions, we do not find an IPO’s corporate governance structure significantly influences the negative interaction of proprietary costs on the ownership retention – proprietary cost association. Our findings have implications for various parties such as regulators who may impose unnecessary costs on issuers if they introduce mandatory disclosures whilst lacking an understanding of the factors influencing intellectual capital disclosures.     

The extent of corporate governance disclosure and its determinants in a developing market: The case of Egypt

This paper assesses the extent of corporate governance voluntary disclosure and the impact of a comprehensive set of corporate governance (CG) attributes (board composition, board size, CEO duality, director ownership, blockholder ownership and the existence of audit committee) on the extent of corporate governance voluntary disclosure in Egypt. The measurement of disclosure is based on published data created from a checklist developed by the United Nations, which was gathered from a manual review of financial statements and websites of a sample of Egyptian companies listed on Egyptian Stock Exchange (EGX). Although the levels of CG disclosure are found to be minimal, disclosure is high for items that are mandatory under the Egyptian Accounting Standards (EASs). The failure of companies to disclose such information clearly shows some ineffectiveness and inadequacy in the regulatory framework in Egypt. Moreover, the phenomenon of non-compliance may also be attributed to socio-economic factors in Egypt. Therefore, it is expected that Egyptian firms will take a long time to appraise the payback of increased CG disclosure. The findings indicate that that—ceteris paribus—the extent of CG disclosure is (1) lower for companies with duality in position and higher ownership concentration as measured by blockholder ownership; and (2) increases with the proportion of independent directors on the board and firm size. The results of the study support theoretical arguments that companies disclose corporate governance information in order to reduce information asymmetry and agency costs and to improve investor confidence in the reported accounting information. The empirical evidence from this study enhances the understanding of the corporate governance disclosure environment in Egypt as one of the emerging markets in the Middle East.