Effects of corporate governance on the decision to voluntarily disclose corporate social responsibility reports: evidence from China

This article investigates effects of corporate governance on the decision to voluntarily disclose corporate social responsibility (CSR) reports. By using a unique longitude data set of Chinese publicly traded manufacturing firms from 2010 to 2016, this study finds that ownership structure and board characteristics are significantly associated with firms’ decisions to voluntarily disclose CSR reports. In particular, our study finds that state ownership, institutional ownership, managerial ownership and board size are positively and significantly associated with the decision to voluntarily disclose CSR reports. However, board independence is not related to the decision. We also find CEO duality is negatively and significantly related to the decision. Our findings highlight the role of corporate governance in firms’ transparency by influencing the voluntary disclosure of additional information on firms’ CSR activities.     

How do independent directors influence innovation productivity? A quasi-natural experiment

Due to managerial myopia, managers may be reluctant to make long-term investment decisions that do not produce immediate results. Effective corporate governance can align managers’ short-term-oriented incentives with shareholders’ long-term interests. Because the board of directors is the paramount governance mechanism, we explore the role of board governance on managerial myopia. In particular, we investigate the effect of independent directors on corporate innovation. To minimize endogeneity, we exploit the passage of the Sarbanes–Oxley Act as an exogenous shock that raises board independence. Our difference-in-difference estimates show that board independence leads to significantly higher investments in innovation as well as higher innovation productivity. Our results are consequential as they show that board governance has a palpable effect on important corporate outcomes such as innovation productivity.     

Competition and ownership structure: Substitutes or complements? Evidence from the Warsaw Stock Exchange

In this paper we analyse the impact of product market competition and ownership structure on firm performance. Our results show that product market competition has a positive and significant impact on performance. Concerning the effect of ownership concentration, we find a U–shaped relationship with performance. Firms with relatively dispersed and relatively concentrated ownership have higher productivity growth than firms with an intermediate level of ownership concentration. This correlation between concentration of ownership and productivity growth is not explained by the type of the controlling shareholder. Finally, product market competition and good governance tend to reinforce each other rather than to be substitutes. Competition has no significant effect on performance for the firms with ‘poor’ governance; on the contrary, it has a significant positive effect in the case of firms with ‘good’ corporate governance. JEL classification: D24, G32, L1, P2.     

第一大股东对公司治理、企业业绩的影响分析

本文以 1 997年以前在中国上市的 50 8个上市公司 1 997— 2 0 0 0年 4年间的2 0 3 2个观察值为样本 ,研究了第一大股东的所有权性质、第一大股东的变更对公司治理效力和企业业绩的影响。本文的研究发现 ,上市公司第一大股东的所有权性质不同 ,其公司业绩、股权结构和治理效力也不同。第一大股东为非国家股股东的公司有着更高的企业价值和更强的盈利能力 ,在经营上更具灵活性 ,公司治理的效力更高 ,其高级管理层也面临着更多的来自企业内部和市场的监督和激励。另外 ,本文的研究还发现 ,对于不同性质的公司 ,第一大股东的变更带来的影响也有所不同 ,但基本上都是正面的。第一大股东的变更有利于公司治理效力的提高 ,有利于公司规模的扩大和管理的更加专业化。本文的研究为国有股减持和股权多元化提供了经验证据 ,论证了控制权转移市场对深化改革和完善公司治理的重要性     

公司治理、董事会行为与经营绩效

本对1996年12月31日以前上市的366家A股公司（包括同时发行B股）进行了实证研究,结果表明,在企业绩效下降之后董事会的活动通常会增加。我们还发现在具有董事会非正常活动频率较高的年度及其以后年度,企业的经营绩效会得到微弱的改进,这在一定程度上表明了董事会会议对于公司治理的涵义。但是,这一实证结果却未能有力地证明Nikos(1999)的结论,即董事会的活动（通常董事会的会议频率加以计量）是董事会参与公司治理的一个重要方面,从而间接地说明了我国上市公司董事会行为的低效率。     

Estimating the effect of board independence on managerial ownership using a quasi-natural experiment

Grounded in agency theory, this article investigates the effect of board independence on managerial ownership. We exploit the passage of the Sarbanes–Oxley Act and the associated exchange listing requirements as an exogenous regulatory shock that raises board independence. Our difference-in-difference estimates show that board independence leads to significantly higher managerial ownership. In particular, firms forced to raise board independence exhibit managerial ownership that is 26.35% higher, relative to firms not required to raise board independence. Thus, board independence and managerial equity ownership constitute governance mechanisms that act as complements, rather than substitutes. Our empirical strategy relies on a quasi-natural experiment and is far more likely to show a causal effect than what has been documented in the literature. Finally, an instrumental-variable analysis reinforces our conclusion.     

Market risk disclosures,corporate governance structure and political connections: evidence from GCC firms

This paper investigates the joint effect of political connections, in the form of the royal family member on board, and corporate governance on the market risk disclosures of the Gulf Cooperation Council (GCC) financial firms from 2007 to 2011. Previous research suggest that politically connected firms reduce the level of transparency in the GCC. However, we find that better corporate governance improves transparency and can be used as an effective tool in curbing the potentially adverse impact of politically connected board members on firms’ transparency. Our results have important implications for policy makers and can be generalized to other emerging markets.     

Does corporate governance still affect firm performance after controlling the distress factor?

We explore the impact of corporate governance on firm performance. We first identify whether corporate governance can still be an influential factor or has been largely captured by the traditional Fama-French three-factor model. More importantly, our study adds a financial distress factor to the Fama-French three-factor model to form a four-factor pricing model (labelled as the ‘financial distress four-factor model’). We find that for the US Russell 1000 firms, the financial distress four-factor model is the better model of the two models considered. We further find that the financial distress four-factor model has a higher explanatory power in capturing the return variation. We find that the differences between the return of firms with good (weak) corporate governance and the expected return are insignificantly different from zero for most portfolios in all the two models. The financial distress four-factor model, however, has the fewer portfolios with return difference being significantly different from zero, implying that corporate governance has been better priced in the financial distress factor.     

《反垄断法》的施行能否改善公司治理*——来自中国A股上市公司的证据

《反垄断法》能够有效改善中国上市企业的公司治理，提升市场效率。本文以中国2005—2010年A股上市公司的总经理离职事件为研究对象，构建双重差分模型实证检验中国《反垄断法》的施行是否提升了公司治理水平。本文研究发现，《反垄断法》的实施显著提高了我国上市公司经理人离职与企业业绩的敏感程度，促进了市场公平，缓解了公司治理的委托代理问题，强化了股东对CEO的有效监督。此外，本文通过将样本按照行政垄断程度、行业垄断程度及企业垄断程度进行分组并对比分析后发现，该效应在行政垄断程度较高、行业垄断程度较高的地区更加明显，在地方国有企业中尤其显著。以上结果均表明《反垄断法》的实施有助于改善公司治理，切实保护投资者利益，维护市场公平。     

Debt financing,soft budget constraints,and government ownershipEvidence from China1

Debt financing is expected to improve the quality of corporate governance, but we find, using a large sample of public listed companies (PLCs) from China, that an increase in bank loans increases the size of managerial perks and free cash flows and decreases corporate efficiency. We find that bank lending facilitates managerial exploitation of corporate wealth in government‐controlled firms, but constrains managerial agency costs in firms controlled by private owners. We argue that the failure of corporate governance may derive from the shared government ownership of lenders and borrowers, which nurtures soft budget constraints.     

Fire the manager to improve performance?Managerial turnover and incentives after privatization in the Czech Republic

This paper analyses the effect of the introduction of managerial incentives and new human capital on enterprise performance immediately after privatization in the Czech Republic. We find weak evidence for the presence of managerial incentives: only from 1997, 3 to 4 years after privatization, does poor performance significantly increase the probability of managerial change. Nevertheless, replacing the managing director in a newly privatized firm improves subsequent performance. This indicates that the privatized firms operate below potential under the incumbent management. We show that the institutional framework matters as well: managerial turnover improves performance only if the management is closely interconnected with the board of directors and thus holds effective executive authority.     

Do corporate governance mechanisms affect cash dividends? An empirical investigation of UK firms

The study examines whether corporate governance mechanisms and the compliance with good governance practice are related to cash dividends. In particular, the study assesses the effect of institutional ownership and board structure on the decision to pay cash dividends. A study on UK firms is interesting because firms are expected to voluntarily structure governance mechanisms based on their own needs. We find that institutional owners positively affect cash dividend payments, suggesting that UK institutions are effective in forcing firms to disgorge cash. There is limited evidence that independent directors affect the cash dividends. The results also show that firm specifics affect the cash dividends, namely, business risk, firm size, and leverage ratio. The results are consistent across several robustness checks.     

The role of corporate governance strength in crisis and non-crisis times

This study evaluates corporate governance practices of listed firms in the United Arab Emirates and investigates whether corporate governance mitigates/exacerbates the impact of leverage and risk on firm performance during crisis and non-crisis times. The study constructs a corporate governance index not only to examine the dispute of the role of corporate governance during the crisis but also its influence on other factors that fuelled the crisis. A firm-level panel data is used that spans the period 2008–2012 of all listed firms on Abu Dhabi Securities Exchange (ADX) and Dubai Financial Market (DFM). The study finds a positive influence of corporate governance strength on the accounting performance, but a negative influence on the firms’ economic performance. In normal times, corporate governance mitigates the negative influence of leverage and risk on the accounting and economic firm performance. However, this synergy effect varies across performance indicators during crisis.     

Stock market-driven investment: new evidence on information,financing and agency effects

This study provides a theoretical model and empirical analysis to jointly examine the information, financing and agency effects, the three channels through which the stock market can actively influence corporate investment decisions and firm performance. First, stock market affects corporate investments, and such impact varies with different market valuation measures, types of investments and firm characteristics. Second, stock market valuation affects investments through the channel of corporate financing, supporting the financing hypothesis. Third, stock market-driven investments have differential impacts on the future operating performance of firms. Investments driven by market valuation of firm-specific information have a positive effect on future performance. In contrast, investments driven by market-wide sentiment have a negative effect on future performance. Fourth, consistent with the information hypothesis, market-driven investments are value-enhancing for firms with better external monitoring by analysts and institutional investors. Lastly, consistent with the agency hypothesis, market-driven investments are value-destroying when firms lack external monitoring, proper managerial incentives and independent board of directors.     

Determinants of CEO and Board Turnover

The purpose of this paper is twofold. First, to document changes in top management and board of directors in Danish firms during 1996–98. Second, to examine whether these changes are related to the performance of firms during the preceding years. Our study differs from earlier investigations in that we not only consider removal of CEOs but also turnover of board chairmen and board members. We find that turnovers of CEOs, board chairs and members have a number of common determinants like firm size and age of the firm. Risks of removals increase with lower rates of solvency but are unaffected by profitability changes. The hypothesis that competition increases the turnover risk is not supported by the estimations.     

Directors network centrality and earnings quality

This study examines whether firms with network central boards of directors behave differently from other firms in terms of financial reporting quality. We find that earnings quality among firms is low when board networks are channels of incorrect information transmission (including earnings management information) and for firms whose directors are awarded equity-based compensation have connections through boardroom networks, but earnings quality is better for firms with good performance in spite of their networks. These results are robust to controlling for firm information environment, growth, size, age, leverage, performance, volatility in firm operations, and corporate governance.     

Board size,corporate regulations and firm valuation in an emerging market: a simultaneous equation approach

We investigate the association between board size and firm valuation for a sample of 169 firms from 2002 to 2011 in South Africa (SA). The SA corporate context is interestingly and uniquely characterised by an urgency to meet affirmative action regulations, such as black empowerment in board appointments, limited qualified and experienced directors, especially black directors, concentrated ownership, weak enforcement of corporate regulations and greater government ownership. These features make SA corporate boards perform a weaker agency (advisory, monitoring and disciplining) role than Western European and US boards, but a stronger resource dependence role, by providing access to resources, such as business contacts and contracts. This suggests that any positive impact of board size on firm valuation is likely to depend on the effective execution of the resource dependence role more than the agency role. Our results suggest that board size has a positive association with firm valuation, consistent with larger boards providing better access to resources. Overall, our results support the resource dependence role of boards more than their agency role. The results are robust across a raft of econometric models that control for different types of endogeneity, as well as different types of accounting and market-based firm valuation measures.     

累积投票制与投资者保护

 基于近年来频发的个股崩盘现象,本文运用2013-2018年上市公司的数据,对大股东减持前的业绩预告信息进行分析,探究业绩预告、大股东减持与股价崩盘风险之间的内在联系,并针对不同市场环境和股份性质进行实证检验。结果表明,上市公司倾向于在减持前公布积极业绩预告。其在一定程度上提高股价崩盘现象的发生率,在熊市和民营公司中作用更加明显,消极业绩预告影响不显著。本文的研究丰富了信息披露与股价反应的相关文献,对投资者和监管部门做出决策具有一定的启示意义。     

An Empirical Study on Corporate Governance and Market Valuation in China

This paper empirically studies the relationship between the governance mechanisms and the market valuation of publicly listed firms in China. The authors construct measures for corporate governance mechanisms and measures of market valuation for all publicly listed firms on the two stock markets in China by using data from the firm’s annual reports. They then investigate how the market-valuation variables are affected by the corporate governance variables while controlling for a number of factors commonly considered in market valuation analysis. A corporate governance index is also constructed to summarize the information contained in the corporate governance variables. The index is found to have statistically and economically significant effects on market valuation. The analysis indicates that investors pay a significant premium for well-governed firms in China, benefiting firms that improve their governance mechanisms. Translated from Economic Research Journal, 2005, 2 (in Chinese)     

The market response to corporate scandals involving CEOs

This article examines corporate scandals of both a financial and nonfinancial nature between 1993 and 2011 which is expressly linked to a firm’s CEO. Findings suggest that in the short run, investors react adversely to such events and that recalcitrant CEOs end up costing their shareholders dearly. Such scandals are more likely to occur among large firms, firms with insiders on the board and where the value of options granted to a firm’s managers is substantial. However, firms with more cash flows are less likely to be mired in such scandals, and their stock returns are less likely to be affected. There is an increase in stock price volatility of affected firms in the days following the announcement of the scandal. A point of respite for investors is the damage being confined to the short run. The stock price performance of the firms affected by the scandals matches the performance of control firms in the long run post-announcement. However, the operating performance of the sample firms is better than their matched counterparts in the years after the scandal. We contribute to the extant literature by considering corporate scandal events that are the doings of a firm’s CEO and not necessarily financially motivated.