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.     

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.     

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.     

Disclosure, Corporate Governance and Foreign Share Ownership on the Zimbabwe Stock Exchange

We investigate the association of foreign share ownership with firm‐level disclosure and corporate governance structures in Zimbabwe, a developing country in Southern Africa. Our motivation for the study derives from the literature, which suggests that foreign investors: (1) generally have a preference for companies in which they are well informed and where their investments are more likely to be protected, and (2) avoid companies in developing countries because of weak corporate governance structures and low disclosure. Using data drawn from companies listed on the Zimbabwe Stock Exchange, we examine the effect of disclosure and corporate governance on foreign share ownership. We find that disclosure, proportion of non‐executive directors, institutional share ownership and audit committee independence are all positively and significantly associated with foreign share ownership. Our results also demonstrate that market capitalization, return on equity and liquidity ratios are significantly associated with foreign share ownership. These results are consistent with the notion that foreign investors have a preference for companies with effective corporate governance structures, companies with less information asymmetry, as well as companies with healthy cash positions. The results have implications for policy‐makers in developing countries in their endeavour to improve liquidity on stock markets through the participation of foreign investors. The results are also useful to managers in developing countries who are keen to increase the market value of their company, thereby reducing their cost of capital.     

投资者监督、政府干预与企业价值——基于机构投资者的经验证据

文章通过模型证明大投资者(Blockholders)与个人投资者相比对上市公司实施更多的监督,并且大投资者的监督行为能够增加企业价值;但模型也表明机构投资者是否实施监督及其为企业带来的价值增量取决于监督的成本和收益。文章利用中国资本市场的机构投资者数据,检验了理论模型的四个基本结论。结果表明:机构投资者比个人投资者更积极地监督上市公司,并有助于提高企业价值;政府干预(用上市公司最终控制人为政府代表)减少了机构投资者监督的收益,降低了机构投资者对企业价值所起到的正面作用,削弱了机构投资者监督的积极性。研究结论表明,发展机构投资者有助于改善上市公司的治理水平,提升企业价值;但是政府干预限制了机构投资者的积极公司治理作用。     

The Relationship between Slack Resources and the Performance of Entrepreneurial Firms: The Role of Venture Capital and Angel Investors

In this study, we seek to further delineate factors that condition the relationship between slack resources and firm performance. To do so, we develop and test a model that establishes the role of venture capital (VC) and angel investors as powerful external stakeholders who positively moderate the slack–performance relationship. In addition, we provide more insight into this relationship by examining differences between these two types of private investors and by examining the role of their ownership stakes. We test our hypotheses using a sample of 1215 private firms, including VC‐backed firms, angel‐backed firms, and similar firms without such investors. We find that the presence of VC investors positively moderates the relationship between both financial and human slack resources and firm performance, while angel investors only positively moderate the effect of human resource slack. Further, VC investors are only marginally better at helping entrepreneurs to extract value from human resource slack than angel investors and they are no better when it comes to financial slack. Finally, we find that the impact of financial and human resource slack on firm performance is more positive in VC‐backed firms when investors hold high ownership stakes, an effect which is significantly stronger than when angel investors hold high ownership stakes.     

Ownership Concentration,Institutional Development and Firm Performance in Central and Eastern Europe

This paper analyzes the relationship of ownership concentration and firm performance in the context of different institutional environments in 28 Central and Eastern European transition economies. We focus on private, non‐listed firms that have been largely neglected by the extant literature. Using the BEEPS data for the period from 2002 to 2009 we find an inverted u‐shaped relation of ownership concentration and firm performance for those firms that operate in non‐EU‐member countries as well as those firms that are situated in less developed institutional systems. We interpret these findings as evidence for a classic agency problem in the lower part of the ownership concentration distribution that is dominated by a ‘private benefits of control’ problem with rising ownership concentration. Copyright © 2015 John Wiley & Sons, Ltd.     

Managerial bonding and stock liquidity: An analysis of dual-class firms

Given the decision to create a second class of stock through a dual-class structure, we propose that management is more (less) likely to create a liquid secondary market for both classes of shares the lower (higher) its willingness to tie its personal wealth to firm performance. If market makers recognize this relation, they should assign a higher likelihood to trades motivated by superior information in shares of firms that list both classes of stock and a lower likelihood for firms that list only one class of stock pursuant to recapitalization. Additionally, they should assign a lower likelihood to trades motivated by superior information in shares of IPOs that choose a dual-class structure and list only one class relative to IPOs that remain single-class. Our empirical tests based on IPOS and recaps between 1985 and 1988 provide support for these propositions.     

Corporate Governance,Investment, and Firm Valuation in Asian Emerging Markets

We investigate the effects of corporate governance and family ownership on firm valuation through investment efficiency in Asian emerging markets. Using 3 years of time series data from the Credit Lyonnais Securities Asia corporate governance score for 10 Asian emerging markets, we find that good corporate governance leads to better or more efficient investment decisions and eventually to higher firm value. We also find that investors reward firms for improvement in corporate governance. The findings do not hold for Asian firms with a family or concentrated ownership structure. The results are not driven by changes in accounting standards in these markets.     

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。     

To Thine Shareholders Be True? Linking Large Corporate Ownership to Firms’ Use of Commitment Human Resource Practices

Human resource practitioners and academics have increasingly realized the importance of corporate governance for firm human resource activities. This study investigates how one important form of corporate governance, namely, ownership within large, publicly traded firms, is associated with a firm's use of commitment human resource practices (CHRPs), specifically, the use of incentive compensation, profit sharing, and participative decision making. Our findings indicate that the types of large investor, namely, family and institutional, are differentially associated with the likelihood of the firm using these CHRPs. Specifically, family owners with their long‐term investment horizon, as well as their stakeholder orientation, increase the likelihood of the firm using these practices. In contrast, large institutional owners with their shorter‐term investment horizon, as well as their investor orientation, decrease the likelihood of the firm using these practices. Furthermore, among institutional investors, transient institutional investors are negatively associated with these practices, while dedicated institutional investors are not associated with these practices. Taken together, our results regarding the positive association of family ownership and this subset of CHRPs and the negative association of transient institutional investors and this set of practices, have important implications for human resource professionals who not only need to understand how ownership affects HR practices but also how to articulate the value of these investments in order to attract investors. © 2015 Wiley Periodicals, Inc.     

Ownership structure and firm performance in emerging markets: A comparative meta-analysis of East European EU member states,Russia and China

Using a total of 4425 estimates collected from 204 previous studies, this paper presents a meta-analysis performed to compare East European EU member states, Russia and China in terms of the relationship between ownership structure and firm performance. The results indicate that, as the standard theory predicts, state ownership negatively influences the performance of firms the state invests in, while the presence of domestic outside investors and foreign investors as company owners positively affects firm performance irrespective of the difference in country/region. Furthermore, we also found that ownership of managers tends to exert a positive impact on the performance of their owned firms. Overall, however, the linkage between corporate ownership and performance is weak. This finding implies that, in comparison with advanced economies, management discipline by investors is less sufficient in emerging markets.     

Hedge funds versus private equity funds as shareholder activists in Germany — differences in value creation

We investigate the valuation effects of German firms targeted by hedge funds and by private equity investors. We argue that both types of investors differ from other blockholders by their strong motivation and ability to actively engage and reduce agency costs. Consequently, we find positive abnormal returns following a change in ownership structure. However, these effects differ markedly between both investors, as proxy variables for agency costs only explain the market reaction for our private equity subsample. We conclude that private equity funds seem to be more successful at creating shareholder value, which could be due to their longer-term perspective and a higher adaptability to the surrounding corporate governance system.     

Institutional investors’ ownership stability and their investee firms’ equity mispricing

This study examines the impact of institutional investors' equity ownership stability and their investment horizon to determine the impact on their investee firms' equity mispricing. Mispricing represents the difference between a firm’s market and fundamental values. We treat institutional investors as a heterogenous group, i.e., dedicated, transient, or quasi-indexer as defined by Bushee, 1998, Bushee, 2001 since their categorization determines their trading strategy. Higher institutional ownership, higher stability in institutional investors' equity ownership, and institutional investors classified as long-term are all associated with lower equity mispricing at investee firms.     

股价崩盘风险、信息环境与企业现金调整

以我国2009—2016年沪深上市公司数据为样本,探究了股价崩盘风险、信息环境对企业现金调整的影响。研究发现：股价崩盘风险越大,企业现金调整速度越快,且这种正相关关系对于分析师跟踪数量较少、机构投资者持股比例少的企业而言更为显著。进一步考察股权性质在企业现金调整速度中的影响,发现国有企业与民营企业面对股价崩盘风险的现金调整速度并不具有显著差异,但是对于民营企业而言,更多的分析师跟踪和机构投资者持股将显著降低企业应对股价崩盘风险的现金调整速度,信息环境对于国有企业的作用并不显著。     

Factors affecting secondary share offerings in the IPO process

We investigate whether the sale of secondary shares in the IPO process is affected by an issuing firm's market-timing and window-dressing activities. We find that secondary share offerings in IPOs exhibit positive autocorrelation, and the positive autocorrelation is mainly affected by the overall stock market return. Similar to the IPO wave, this finding suggests that favorable market conditions attract existing pre-IPO shareholders to sell their shares in IPOs and cause the clustering of secondary share offering in IPOs. In addition, we find that window dressing has a significant effect on both the probability of secondary share offering and the proportion of secondary shares offered in an IPO. The result is robust after controlling for firm age, industry affiliation, and other factors. Our result also indicates that the number of firms offering secondary shares in IPOs, the probability of secondary share offerings, and the proportion of secondary shares offered in IPOs are significantly lower in the Internet bubble period.     

Equity block transfers in transition economies: Evidence from Poland

This paper investigates valuation effects of share block transfers and employs agency theory to explain the determinants of equity block premia. A sample of transactions from Poland is used to measure benefits and costs of ownership concentration. Block premia are found to be remarkably low and comparable with those for the most developed economies. Shareholders expect to benefit from intensified monitoring and from corporate restructuring resulting from block acquisitions. Still, shareholders are wary of expropriation stemming from the extraction of private benefits of control by block holders. The opportunities to extract such benefits depend on relative power of investors.     

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.     

Institutions and preferences in settings of causal complexity: foreign institutional investors and corporate restructuring practices in France

In this article, we illustrate how the interaction between institutional arrangements and the presence of different categories of firm stakeholders with specific preferences provides important insights to understand the conditions under which corporate restructuring practices are introduced. Institutions shape the range of actors' strategic options and mediate the translation of the preferences of firm stakeholders into corporate policies. Nonetheless, strategic choice remains possible since firm stakeholders constitute subgroups with different interests and incentives that influence how they operate in an institutional framework. In particular, we examine under what conditions UK/US-based institutional investors and equity-based compensation incentives are associated with the implementation of asset divestitures and employee layoffs in France. We uncover three key findings. First, the presence of hedge funds and equity-based pay influence the likelihood of French companies undertaking asset divestitures. Second, the impact of hedge funds on employee layoffs is contingent on the ownership structure of firms. Third, layoffs in France are driven by inferior performance – a result that contrasts with the American experience whereby employee layoffs are also used as a strategic mechanism to deal with institutional investors in good times. Our findings demonstrate the importance of the institutional constraints of (national level) employment protection and the moderating effects of ownership structure (firm level) on the strategic and employment policies of French companies.     

A survey of enterprise reforms in China: The way forward

The strategic importance of the state-owned enterprise (SOE) sector to the Chinese economy cannot be underestimated, thus the success of SOE reform is a significant factor in China's future economic prosperity. The dilemma facing state authorities is to develop market-orientated corporations while at the same time coping with potentially high unemployment and a range of equity and social justice issues. This paper presents an analysis of the current issues in SOE reform in China, drawing on relevant empirical evidence, and proposes a strategic direction and a framework for reform that challenges the recently announced program of privatization of listed SOEs. The literature indicates that state ownership is generally negatively correlated to performance. Conversely, Legal Person ownership positively influences performance. Other forms of private ownership are generally positively correlated to performance, with institutional ownership showing significant promise. Consequently, the divesture of state ownership is recommended and could be accomplished over three or four tranches. The state could divest its ownership by auction to strategic investors, both domestic and foreign, and in the next tranche an auction to the broad populace through units in mutual funds. The final proposed tranche being a distribution to nationwide pension funds to support retirement schemes, which should be made nationwide. Finally, listed firms should also issue shares as rights issues to offer present shareholders protection from dilution.