浅析中国民营企业的创新和发展

2012年5月25日,格力电器2011年年度股东大会上,国资背景的周少强遭遇机构投资者等中小股东投票否决,从格力此次事件来看,机构投资者等中小股东投票否决董事侯选人,是中国上市公司治理结构的重要进步。本文由此作为切入点,来浅谈一下中国民营企业在如何利用创新的手段来提高自身素质,达到企业自身的可持续发展。     

Affiliated block shareholders and analyst optimism

We investigate several previously under-documented conflicts of interest that may result in analyst optimism by utilizing two unique features of brokerage firms in China, namely, the dominant ownership of large shareholders within the brokerage firms and the mandatory disclosure of brokerage firms’ commission income derived from each mutual fund client. We show that controlling shareholders of an analyst’s brokerage-firm put pressure on the analyst to report more optimistically biased earnings forecasts and recommendations to the stocks they hold larger positions in. We also find that the magnitude of analyst optimism increases with the shareholdings of the mutual funds that contribute commission fees to the analyst’s brokerage firm. These findings remain robust after incorporating a regulation change that reduces conflicts of interest in the brokerage industry and higher dimensional fixed effects, and thus are unlikely to be driven by reverse causality or omitted variable bias.     

Parasites and Paragons: Ownership Reform and Concentrated Interest among Minority Shareholders

Do investors with concentrated shareholding infringe on the value of more-fragmented shareholders (‘parasites’) or facilitate the growth of firm value for all shareholders (‘paragons’)? In a major ownership reform of Chinese listed firms, we obtain evidence which suggests that larger minority shareholders undertook certain actions both for a rent-seeking purpose – that these actions allowed them to reap private benefits at the expense of smaller minority shareholders, and for a value-creating purpose – to potentially increase firm value after the reform. It is plausible that both drivers co-existed, but they generated different implications of wealth redistribution. When institutional constraints on rent-seeking were ineffective, higher concentration of minority shares decreased the immediate gains captured by the small investors who held minority shares at the time of the reform, but increased the future value of the firm to be divided among for all investors, large and small, who held firm shares after the reform.     

机构投资者能提高开放式基金的业绩吗

本文通过对开放式基金的实证研究,发现开放式基金的机构投资者持股比例与超额收益率呈显著的负相关关系,即机构投资者并不能提高开放式基金业绩。相反机构投资者持股比例越高,开放式基金业绩可能越低,这与已有研究文献的结论不同。同时还发现基金公司收取的管理费用和基金的累计净值对基金业绩有正面的影响。     

The impact of investor structure on stock price crash sensitivity: Evidence from China's stock market

Stock price crash sensitivity refers to the conditional probability of a stock crash when the market collapses. It focuses on individual stocks' sensitivity to the market crash and can affect stock pricing significantly. Although the crash sensitivity of China's stock market is very high as a whole (Weigert, 2016), different individual stocks show varying degrees of crash sensitivity. This paper, adopting the perspective of institutional investors, explores the reasons for the difference in crash sensitivity in China's stock market, and finds that: First, institutional investors' shareholdings is positively related to firms' stock price crash sensitivity. However, after dividing institutional investors into professional (represented by financial institutions) and non-professional institutional investors (represented by general legal persons), we find that only professional institutional investors' shareholdings is negatively related to firms' stock price crash sensitivity. Second, the impact of professional institutional investors on the crash sensitivity is influenced by stock liquidity and media sentiment: when the stock liquidity of listed companies is good or the media sentiment is strong, the negative impact of professional institutional investors on the crash sensitivity is accordingly high. This paper, by highlighting the investor structure, attempts a pioneering exploration of the influencing factors of the difference in stock price crash sensitivity in China. Our empirical results enrich research on stock price crash sensitivity and the heterogeneity of institutional investors. They can also serve to guide regulatory authorities' development of institutional investors and efforts to maintain market stability.     

自媒体帮助控股股东在定向增发中获利了吗？

考察了上市公司控股股东如何利用自媒体信息披露在定向增发融资中调节股价的变化,从而获取额外收益的过程。研究发现：控股股东为使定向增发融资顺利进行,倾向于在定向增发准备期频繁发布自媒体信息,以抬高股价吸引外部投资者关注,并且当发行对象不包括控股股东时,通过发布自媒体信息来抬高股价的行为会更加显著;而在定增新股定价期间,定向增发对象包括控股股东的上市公司却会显著减少自媒体信息发文数量,以压低股票价格,帮助控股股东以较低对价购入定增股票。进一步分析发现：上市公司中机构投资者持股对控股股东定价期间压低股价的行为具有显著抑制作用。从自媒体信息披露这一崭新视角切入,证实了我国上市公司控股股东在定向增发过程中既有通过自媒体信息披露使定向增发吸引关注、满足融资需求的动机,又有利用自媒体信息披露降低控股股东参与定向增发的成本、对自身进行利益输送的动机;而机构投资者能够有效监督这一过程中大股东的利己行为。研究结论为加强对上市公司在定向增发中信息披露的监管,保护中小投资者利益提供了有益的启示。     

Influence of institutional investors' participation on flipping activity of Malaysian IPOs

This paper examines the influence of institutional investors’ participation on flipping activity of Malaysian IPOs. Measured as the percentage of trading volume on the first trading day against the total number of shares offered, flipping is the quickest way to gain huge profits from IPOs. However, excessive flipping activity has significant potential to create artificial downward pressure on the price of IPOs. One way to reduce such an adverse effect is by strategically allocating a larger proportion of new shares to institutional investors. This is because institutional investors are normally assumed to be long-term investors. As such, they are less likely to flip their allocated IPOs in the immediate aftermarket. The long-term investment argument is consistent with institutional investors’ preference for a steady income stream in the form of dividends. Drawing upon this argument, the greater participation of institutional investors during an IPO is expected to be an effective strategy to control aggressive flipping activity. The Malaysian IPO market offers an excellent opportunity to examine this hypothesis because data regarding the allocation of new shares to institutional investors can be traced conveniently through a type of IPO referred to as “private placement”. Based upon an examination of 248 IPOs listed on Bursa Malaysia between January 2000 and December 2012, this study finds a negative relationship between institutional investors’ participation and flipping activity. This result lends strong support to the argument concerning the effectiveness of institutional investors’ participation in controlling flipping activity in the Malaysian IPO market.     

Acquisition Premiums, Subsequent Workforce Reductions and Post-Acquisition Performance

abstract    This study suggests that paying acquisition premiums leads to workforce reductions in the merged firm, which in turn results in poorer post-acquisition performance. This issue is important to scholars and practising managers given the pervasiveness and importance of knowledge and human capital to competitive advantage. In a sample of 174 major related acquisitions completed in the period 1992–98, results show a positive relationship between the premium paid for an acquisition and subsequent workforce reductions, controlling for a number of alternative explanations. Additionally, workforce reduction mediates the negative relationship between premiums and post-acquisition performance. The results suggest that the effects of workforce reductions following large premiums paid for the acquired firm can be detrimental to the interests of the organization.     

Insider,outsider and information heterogeneity

In financial markets, although the insider has superior information relative to the outsider, the outsider may possess some information the insider can’t precisely observe. This work investigates the impacts of information heterogeneity between the insider and outsider based on Foster and Viswanathan (1994). It shows that the less the insider knows about the outsider, the more she commits to aggressive trading, enabling her to earn more at the cost of outsider’s losses. Meanwhile, information heterogeneity improves the liquidity and benefits noise traders.     

为什么大股东选择侵占而不是保护中小股东的权益

本文针对我国大股东侵占中小股东权益的普遍现象,通过建立一个理论框架,对大股东与经理合谋共同侵占少数股东权益的机制进行了具体的分析,并结合中国的实际情况,对大股东的选择机制进行了计量检验。实证结果显示,大股东确实通过牟取控制权收益而侵害了少数股东的权益,对经理的监督和激励存在非对称性;公司内部治理状况、监督程度和信息披露水平对大股东和经理的行为模式有非常显著的影响。     

How Controlling Shareholders Impact Debt Maturity Structure in Taiwan

Using data on listed companies in Taiwan from 1998 to 2009, our study investigates how controlling shareholder structure can affect debt maturity structure. The results indicate a significant negative relationship between ownership and debt maturity in the sample companies when control rights are lower than required control shareholdings. Conversely, the results also demonstrate that the separation of control from ownership displays a significant positive impact on debt maturity for controlling shareholder structure when control rights exceed cash‐flow rights. Overall, our results show that there is an inverted U‐shaped non‐linear relationship between control rights and the duration of liabilities in the control structure of ultimate controlling shareholders. Further, the consequence is that we find the required control shareholdings ratio serves as an important criterion in analyzing it, when dividing the control rights structure based on controlling shareholders into different combinations.     

Local institutional shareholders and corporate hedging policies

This paper examines the effectiveness of monitoring function from institutional investors on corporate hedging strategy in Taiwan over the period from 2005 to 2012. The empirical results show that institutional investors are effective monitors of corporate risk management to enhance the probability and extent of hedging. In addition, the monitoring function from institutional investors is effective for mitigating the risk-shifting problem of high leveraged firms. Moreover, local institutional investors play more important role in monitoring distressed firm's magnitude of hedging than foreign institutional investors. These results are robust to the consideration of endogeneity, selection bias, and industrial difference. This is the first empirical evidence in the literature regarding the monitoring effect of institutional investors on risk management strategy from the angle of monitoring costs.     

Institutional investors' corporate site visits and aggressive financial reporting

This paper investigates the impact of institutional investors' corporate site visits on financial reporting aggressiveness. While prior research has shed light on the monitoring impact of institutional shareholding on firms' financial reporting practices, institutional investors' preference regarding financial reporting remains unclear. Using a sample of Chinese firms listed on the Shenzhen Stock Exchange from 2012 to 2019, we find that institutional investors' on-site visits significantly increase financial reporting aggressiveness of hosting firms. The on-site visit effect is more salient in firms that are more sensitive to the influence of institutional investors, for example, firms with a less powerful chief executive officer, financially constrained firms, and firms operating in competitive industries. Our study highlights that under a setting of weak minority shareholder protection such as in China, managers are likely to recognize revenue aggressively to please powerful shareholders who paid intensive attention to them.     

Do institutional investors monitor management? Evidence from the relationship between institutional ownership and capital structure

We examine the dynamic relations between institutional ownership and a firm's capital structure. We find that a firm's leverage decreases when institutional ownership increases. This result implies that a firm reduces its debt level as institutional investors substitute for the monitoring role of debt. More importantly, we find that a firm's suboptimal leverage decreases when the institutional ownership increases, and institutional ownership decreases when a firm's suboptimal leverage increases. This finding shows that institutions not only effectively monitor a firm's capital structure but they also passively sell their shares when dissatisfied with it. In addition, we find that the monitoring evidence on a firm's leverage and suboptimal leverage are more pronounced when the institutional investors are less likely to have business relationships with a firm or the information asymmetry is high in the market.     

Friend or foe? Employee ownership and CEO dismissal

This paper examines 2 research questions. First, does the level of employee stock ownership impact the likelihood of dismissing poorly performing chief executive officers (CEOs)? Second, does the level of employee stock ownership affect the likelihood of appointing an outsider or an insider after the dismissal of an incumbent CEO? We suggest that employee stock ownership reinforces the firm performance—CEO dismissal link because employee shareholders' welfare consisting of fixed claims (wages, bonuses, etc.), residual claims (dividends, increase in stock value, etc.), and human capital (generic and idiosyncratic) are highly linked to their firm performance. Moreover, under conditions of poor performance, employee shareholders are likely to favor an outsider CEO because he or she is more likely to initiate and implement drastic changes to the strategy of the firm, and therefore, he or she is more likely to improve firm performance. Drawing on a longitudinal sample of French firms, we find that employee stock ownership strengthens the negative relationship between firm performance and CEO dismissal likelihood. We find also that the higher employee ownership, the more likely that the underperforming CEO is replaced by an outsider. In contrast, employee ownership has no moderating impact on the likelihood of insider CEO appointment.     

基于公司治理视角的机构投资者对控股股东的制衡分析

我国公司治理中一直存在控股股东一股独大的问题,控股股东的自利行为严重地影响了公司的健康成长,而对于规避这一弊端的讨论并没有形成有效的解决办法。本文通过引入机构投资者作为外部持股股东,探讨了机构投资者制衡控股股东对公司经营决策的单方面控制的重要作用,从而为政策制定者制定公司治理政策提供决策参考。     

Private Benefits of Control and Dual‐Class Share Unifications

This paper examines the decision to unify dual‐class shares into a single class. Using a sample of firms from seven European countries, we find that measures of lower private benefits of control available to the controlling shareholders, such as low separation between control and cash flow centers, the presence of financial investors, and cross‐listings, increase the likelihood of a unification of share classes. Unifications are also more likely in firms with higher growth opportunities that need external financing. Changes in the institutional environment aimed at limiting the powers of controlling shareholders are positively related to unifications. Increases in firm valuation are found for the year following unifications. Copyright © 2011 John Wiley & Sons, Ltd.     

短期内机构投资者行为和股票价格的互作分析

研究短期内机构投资者行为与不同规模公司股价的相互影响.在机构投资者对股价的影响方面,阐释并论证了机构持股比例增量与当日股价的正相关关系,指出机构对大盘股的影响强于对小盘股的影响.机构资金流入(流出)的定性信息本身对股价上升(下降)有额外的促进作用;相对于撤资而言,股价对机构的注资行为更敏感;而对小盘股,该不对称性更加明显.此外,当日收益率和前三天内的机构资金流入存在负相关关系,且该种负关系在大盘股中的表现比在小盘股中更为明显.在股价对机构投资者行为的反馈作用方面,以实证结果阐明了股价上升(下降)的信息本身可对机构行为有缓冲作用,且该作用对小盘股影响大于对大盘股的影响.研究显示,在短期内机构更倾向于动量交易,这在小盘股中尤为明显.三天前收益率对当日机构行为的影响颇为明显,且与一天前的收益率的影响力相当;相对而言,两天前收益率对机构行为的影响不甚明显.     

Insider Trading, Earnings Management and Corporate Governance: Empirical Evidence Based on Hong Kong Firms

We document positive association between earnings management and insider selling after the fiscal year‐end for Hong Kong firms. This positive association is especially evident before the 1997 Asian Financial Crisis. Our findings suggest that Hong Kong executives manage reported earnings to maximize their private benefits from insider selling. Additionally, we find that a higher proportion of independent directors (INED) on corporate boards moderate the positive association between insider selling and earnings management. Stricter monitoring of earnings management by INED is especially evident when no member of the family with majority ownership is present on corporate boards as a director. This suggests that the presence of family members with majority ownership on corporate boards significantly reduces INED's monitoring effectiveness. Our findings suggest that strict regulations are needed to control insider trading, and independence of corporate boards is important for monitoring of earnings management associated with insider trading. Furthermore, appointment of family members with majority shareholdings should be avoided to enhance independence and to monitor effectiveness of corporate boards.     

Which institutional investors matter for firm survival and performance?

Using data that spans three decades, we assess the diverse roles of institutional investors in impacting survival and performance of chronically underperforming firms and contrast the results for consistently overperforming firms. We find material differences in investor roles and investment returns between these samples. Differentiating among institutional types, controlling for prior performance and attrition bias provides insights unattainable by examining aggregated holdings. For underperformers, results are negative for activist pension funds and long-term institutions, positive for activist hedge funds and short-term institutions, and mixed for institutional blockholders.