Cross‐Country Evidence on the Importance of Auditor Choice to Corporate Debt Maturity

We examine the importance of Big Four audits in reducing agency costs evident in corporate debt maturity worldwide. Analyzing a large sample of public firms from 42 countries reveals that the fraction of long‐term debt in firms' capital structures rises with the presence of a Big Four auditor, suggesting that higher‐quality audits substitute for short‐term debt for monitoring purposes. In additional analyses, we find that the role that auditor choice plays in debt maturity is concentrated in firms from countries with strong legal institutions governing property rights and creditor rights. Collectively, our research implies that Big Four audits matter to corporate debt maturity, although the impact is isolated in firms operating in countries with more protective legal regimes.     

Auditor Quality and Debt Covenants

This study examines the impact of auditor quality on financial covenants in debt contracts. We conjecture that high‐quality auditors have two related effects on these debt covenants: (i) they encourage fewer and less restrictive covenants by providing assurance to lenders at contract inception and, consequently, (ii) they ensure a lower probability of eventual covenant violations. Consistent with the conjectures, we find that auditor quality is negatively associated with the intensity and tightness of financial covenants. Specifically, high‐quality auditors are associated with fewer covenants (especially performance covenants) and less binding covenants. Additionally, we find that auditor quality is negatively associated with the likelihood of covenant violations. In an ancillary test, we provide evidence that high‐quality auditors mitigate the detrimental effect of covenant violations on the cost of borrowing. Together, these findings highlight the important role of auditors in debt contracting.     

Listing advantages around the world

Using the firm-level data of 33 countries over 10 years (2008–2017), we find that the listed firms have lower returns on assets than the similar unlisted firms, in most countries. The result is associated with a higher capital-labor ratio of listed firms, implying that the listed firms face less financial constraints. Moreover, we investigate the institutional factors that exacerbate or mitigate the listing advantages (i.e., ROA difference) across the countries. Compared to English origin law, countries with German and Scandinavian legal origins strongly narrow the listing advantages but the French legal origin shows mixed results. Overall, the listing advantages seem narrowed with stronger creditor’s rights but show unclear associations with the strength of corporate governance.     

Insider Trading Restrictions and Insiders’ Supply of Information: Evidence from Earnings Smoothing

We exploit the setting of first‐time enforcement of insider trading laws to investigate the relationship between insider trading opportunities and insiders’ supply of information. Insider trading opportunities motivate insiders to reduce their supply of information by concealing firm performance, thereby increasing their information advantage over outsiders, resulting in higher insider trading profits. Using data from 40 countries over the 1988–2004 period, we find that reporting opacity, as captured by earnings smoothness, decreases significantly after the initial enforcement of insider trading laws in countries with strong legal institutions. The decrease in earnings smoothness is positively related to the strictness of insider trading laws. The decrease in earnings smoothness is also more pronounced for countries that have more persistent insider trading law enforcement and for countries that impose more severe penalties on insider trading cases. Further analyses show that the decrease in earnings smoothness following insider trading enforcement is concentrated among firms that are not closely held and among high‐growth firms. In addition to uncovering a channel through which insider trading restrictions affect the information environment, our evidence highlights the importance of country‐ and firm‐level governance structures in determining the consequences of insider trading restrictions.     

Outside Blockholders' Monitoring of Management and Debt Financing

Corporate governance mechanisms designed to alleviate manager‐shareholder agency conflicts can worsen shareholder‐bondholder conflicts. This study examines how one such corporate governance mechanism, monitoring by large outside shareholders, influences the choice between public and private debt. I conjecture and find that firms with higher outside blockholdings are inclined to choose bank loans over public debt when they borrow, consistent with the notion that banks are better monitors than public debt markets. I also find that bank loans carry less price protection than corporate bonds against increased agency risk associated with outside blocks. Corroborating the monitoring story, I document that bank loans contain more accounting‐based covenants and dividend restriction provisions for firms with higher outside blockholdings than for those with lower blockholdings. I find no such relation for public debt covenants. This supports that banks' monitoring of their loans counters the agency risk caused by blockholders. This study extends prior research that associates governance mechanisms with agency costs of debt, by incorporating lenders' differential monitoring mechanisms in the overall corporate governance system.     

从债权国到债务国——美国国际债务模式转变的逻辑分析

国际债务危机最初都是起源于发展中国家,发展中国家是国际债务人。进入21世纪,国际债务模式呈现出新的变化,国际债务危机从"外围"向"中心"扩散;债务危机的形式由公司债务危机向主权债务危机转变,美国由原来世界最大债权国转变成为世界最大债务国,中国作为发展中国家已成为世界债权大国。美国国际债务模式转变的内在逻辑直接反映出发达国家利用债务对实施开放经济的发展中国家进行利益转移。中国作为债权国面临着诸多挑战,维护债权国利益是当务之急。     

Debt Covenant Restriction,Financial Misreporting,and Auditor Monitoring*

Theory suggests that financial report-based debt covenants engender incentives for the manager to relax covenant constraints through accounting choices in order to avoid costly covenant violations. Prior studies directly testing this hypothesis in the context of financial misreporting fail to find consistent evidence. Using a more refined measure of debt covenant restriction, we find that debt covenant restriction is positively associated with the probability of financial statement misstatements. This positive association is driven by performance covenants rather than capital covenants and is more consistent with the manager striving to avoid a “false-positive” violation than to delay the violation. Our results also imply that managers resort to both income-increasing and non–income-increasing misreporting to relieve covenant constraints and rely more on the latter when faced with greater earnings management constraints. Additionally, the auditor charges higher audit fees to firms with more binding covenants even outside the violation state, and audit fees increase with constraints relative to both performance and capital covenants, reflecting greater financial reporting risk and bankruptcy risk, respectively. Within capital covenants, we find some evidence of even higher audit fees for tighter intangible-inclusive versus intangible-exclusive capital covenants. Lastly, our evidence suggests that the positive association between covenant constraints and misreporting is attenuated when the auditor has more experience with debt covenants, has greater bargaining power over the client, or faces greater litigation risk.     

略论代位权制度

代位权具有其基本的法律特征，作为债权人代位权的成立要件，必然是债权人对债务人的债权要合法、债务人享有时第三人的合法债权、债务人怠于行使其权利且怠于行使到期债权的行为须对债权人的到期债权造成损害。因此，作为代位权的成立，一是债务人的债权不是专属于债务人自身的债权；二是到期债权应当具有金钱给付内容。     

论动产法律关系中担保物权的竞合——现行《担保法》优先权规则的阐释

优先权规则是为解决权利冲突而设定的。在现代动产担保交易法中,优先权规则旨在通过鼓励贷款来促进商业发展。在现代经济融资中,只有明确的优先权规则才能鼓励贷款来促进商业的发展。我国应该确立一套完备的优先权规则,而不是将优先权规则分散地规定在其他法律、规章之中。只有这样才能方便担保权人明确其信贷风险,促进经济发展。     

银行监督降低了经理人代理成本吗?来自房地产上市公司的证据

论文以银行监督与经理人代理成本为主线,研究银行监督作为一种外部治理机制与内部治理机制、政府控制和债权人保护（法律环境）之间的关系如何影响经理人代理成本。研究表明：银行在房地产上市公司中不但没有发挥监督作用,反而提高了经理人代理成本,即银行负债的杠杆治理效应被严重扭曲,相反,非银行负债在房地产上市公司中发挥了应有的杠杆治理效应。因此,必须进一步深化银行与国有企业的产权改革,其重点是降低政府干预程度,发挥银行负债的硬约束功能：银行作为企业的大债权人应该担负“投资者”与“治理者”的双重角色,按照契约规定主动参与和监督企业的经营决策,发挥其应有的公司治理效应。     

Does contracting institution affect the patterns of industrial specialization in China?

This study evaluates the importance of contracting institutions as a source of comparative advantage across Chinese provinces. We find that industries differ in their reliance on relationship-specific investments. Provinces with better contracting institutions specialize in industries with more intensive relationship-specific investments. We implement two proxies to measure contracting institutions, including efficiency of the legal system and service of contract enforcement. The empirical results of this study indicate that contracting institutions play a role in shaping the patterns of industrial specialization. Specifically, the service of contract enforcement has the first-order effect on the patterns of industrial specialization in China; by contrast, legal jurisdiction plays a modest role.     

Creditors’ and Shareholders’ Reporting Demands in Public Versus Private Firms: Evidence from Europe*

In this study we investigate whether the importance of accounting information in contracting and communication with shareholders and creditors affects earnings timeliness in publicly disclosed general‐purpose financial statements. To operationalize the relationship between timeliness demands and the importance of accounting information to shareholders and creditors, we compare the (asymmetry in) earnings timeliness of public firms with that of private firms. We attribute public versus private firm differences in timeliness to shareholders’ demands when a country’s institutions provide strong investor protection. Similarly, we attribute these differences to creditors’ demands when the institutions provide strong creditor protection. Our analysis of public and private firms in 13 Western European countries suggests that creditors and shareholders have different timeliness demands. In particular, we find that the public versus private firm difference in asymmetric timeliness is not associated with a country’s degree of investor protection but positively associated with a country’s degree of creditor protection. The results further suggest that shareholders demand symmetric rather than asymmetric timeliness. An important implication of our study is that general‐purpose financial statements are responsive to creditors’ reporting demands, which contrasts with the idea that these — primarily private — creditors would use special‐purpose reports.     

论执法人员在执法活动中的失误及其补救

执法人员在执法过程中造成的失误 ,给公民、法人和社会组织的合法权益造成了损失。究其原因是多方面的 ,既有主观的 ,也有客观的。主观方面表现为执法人员素质低下 ,对法律、法规的理解不透 ;客观方面表现在法律不健全及各方面的干扰 ,造成了执法方面的失误。因此 ,就要求我们对执法人员造成的失误要及时补救 ,这样做才能体现社会主义法制的优越性 ,树立执法机关的形象 ,维护公民、法人和社会组织的合法权不受侵害     

Income Smoothing and the Usefulness of Earnings for Monitoring in Debt Contracting

We investigate whether income smoothing affects the usefulness of earnings for contracting through the monitoring role of earnings-based debt covenants. First, we examine initial contract design and predict that income smoothing will increase (decrease) the use of earnings-based covenants if income smoothing improves (reduces) the usefulness of earnings to monitor borrowers. We find that private debt contracts to borrowers with greater income smoothing are more likely to include earnings-based covenants. A structural model that explores the cause of this relationship provides evidence that smoothing improves the ability of earnings to reflect credit risk. Second, we examine technical default following contract inception. We find that income smoothing is associated with a lower likelihood of spurious technical default (when the borrower's economic performance has not declined but the loan nevertheless enters technical default). In contrast, we find no association between income smoothing and performance technical default (when the borrower's economic performance has declined). Collectively, this evidence is consistent with income smoothing improving the effectiveness of earnings-based information in monitoring borrowers.     

Accounting Conservatism and Performance Covenants: A Signaling Approach

This study examines the relation between performance covenants in private debt contracting and conservative accounting under adverse selection. We find that under severe adverse selection (i.e., high information asymmetry), accounting conservatism and performance covenants act as complements to signal that the borrower is unlikely to appropriate wealth from the lender. No such relation obtains in a low information asymmetry regime. We further show that in the high information asymmetry regime, borrowers with high levels of conservatism and tight performance covenants generally enjoy lower interest rate spreads than borrowers with low levels of conservatism and loose performance covenants. Consistent with our signaling theory, in the high information asymmetry regime, borrowers with high levels of conservatism and tight performance covenants are less likely to make abnormal payouts to shareholders. Our empirical results are robust to alternative measures of conservatism and covenant restrictiveness.     

Does Mandatory Adoption of IFRS Improve Accounting Quality? Preliminary Evidence

We provide evidence on the preliminary effects of mandatory adoption of International Financial Reporting Standards (IFRS) on accounting quality for a relatively broad set of firms from 20 countries that adopted IFRS in 2005 relative to a benchmark group of firms from countries that did not adopt IFRS matched on the strength of legal enforcement, industry, size, book‐to‐market, and accounting performance. Relative to these benchmark firms, we find that IFRS firms exhibit significant increases in income smoothing and aggressive reporting of accruals, and a significant decrease in timeliness of loss recognition; however we do not find significant differences across IFRS and benchmark firms in meeting or beating earnings targets. Our findings contrast with findings in earlier studies which suggest that IFRS adoption leads to increased accounting quality. Our findings primarily hold for firms in strong enforcement countries, which suggests that enforcement mechanisms in these countries were not able to counter the initial effects of greater flexibility in IFRS relative to domestic GAAP.     

加害给付的重新界定及法律救济

从我国固有的法律制度出发,加害给付应界定为:债务人的履行不符合合同约定的质量标准,并侵害债权人履行利益以外的人身、财产利益的行为。其构成要件:债务人依有效合同作出了履行;债务人的履行有瑕疵;瑕疵履行造成债权人固有利益的损害;瑕疵履行无免责事由。为了充分救济加害给付对债权人造成的损害,建议在我国《合同法》第122条增加一款作为第2款,其内容为:当事人一方的履行不符合约定的质量标准,侵害对方人身、财产权益的,受损害方可以依照本法要求其承担违约责任。其他未补偿的损害,受损害方还有权依照其他法律要求其承担侵权责任。     

Mandatory IFRS Adoption and the Role of Accounting Earnings in CEO Turnover

We study whether mandatory adoption of International Financial Reporting Standards (IFRS) is associated with changes in the sensitivity of CEO turnover to accounting earnings and how the impact of IFRS adoption varies with country‐level institutions and firm‐level incentives. We find that CEO turnover responds more to a firm's accounting performance after adoption. This increase in turnover‐to‐earnings sensitivity is concentrated in countries with stronger enforcement of financial reporting and is more prominent for mandatory adopters that have strong firm‐level compliance incentives. In addition, we link the change in turnover‐to‐earnings sensitivity directly to accounting changes due to IFRS adoption and find a stronger adoption effect when firms report large overall accounting changes and large de‐recognition of loss provisions upon adoption. Some of the above findings are sensitive to the exclusion of UK firms, which account for more than half of our sample.     

铁路改革中的立法弊端与权利救济探究

随着国家机构改革的推进,铁路改革越来越成为社会关注的焦点.在建设法治国家的全局战略之下,法治化、市场化的铁路改革才是符合国家、社会与民众需求的.改革有必要一扫过去立法、执法方面的弊端,重构严谨、周密的铁路法律制度.铁路立法为旅客维权,民众权利救济提供依据才可能最大程度地维护民众权利,进而得到民众的赞同与支持.     

1927-1949年国民政府经济建设外债研究

本文分阶段研究国民政府1927-1949年经济建设外债的债务规模、债权国以及经济建设外债用途的变化和特点.经济建设外债规模并没有因抗战的爆发而骤减.经济建设外债债权国趋向集中,从战前老牌资本主义国家转向战时反法西斯主要同盟国再到战后以美国为主.因中国在世界反法西斯战争中的特殊地位,战时经济建设外债借款和还款方式相比战前...