The determinants of corporate board size and composition: An empirical analysis

Using a unique panel dataset that tracks corporate board development from a firm's IPO through 10 years later, we find that: (i) board size and independence increase as firms grow and diversify over time; (ii) board size—but not board independence—reflects a tradeoff between the firm-specific benefits and costs of monitoring; and (iii) board independence is negatively related to the manager's influence and positively related to constraints on that influence. These results indicate that economic considerations—in particular, the specific nature of the firm's competitive environment and managerial team—help explain cross-sectional variation in corporate board size and composition. Nonetheless, much of the variation in board structures remains unexplained, suggesting that idiosyncratic factors affect many individual boards’ characteristics.     

Capitalization of the Property-Liability Insurance Industry: Overview

The 1990s witnessed an unprecedented decline in leverage ratios in the United States property-liability insurance industry. The premiums-to-surplus ratio, the most commonly used leverage ratio in the industry, fell from its historical average of 2.0 to less than 1.0 by the end of 2000; and the industry-wide capital-to-asset ratio increased from an historical average of about 25% to 35%. The international reinsurance industry also experienced significant capital increases and leverage declines during the 1990s (Cummins and Weiss, 2000).¹ These unusual trends raised widespread concerns that the property-liability insurance industry had become over-capitalized (The Economist, 1999; Bowers, 2001; Seifert, 2001). To investigate the growth in capitalization and its potential causes, the Conference on Capitalization in the Property-Liability Insurance Industry was held at the Wharton School in September 2000 under the joint sponsorship of the Wharton Financial Institutions Center and AON. Selected papers from the conference comprise this issue of the Journal of Financial Services Research (JFSR).     

Optimal Capital Utilization by Financial Firms: Evidence from the Property-Liability Insurance Industry

Capitalization levels in the property-liability insurance industry have increased dramatically in recent years—the capital-to-assets ratio rose from 25% in 1989 to 35% by 1999. This paper investigates the use of capital by insurers to provide evidence on whether the capital increase represents a legitimate response to changing market conditions or a true inefficiency that leads to performance penalties for insurers. We estimate best practice technical, cost, and revenue frontiers for a sample of insurers over the period 1993–1998, using data envelopment analysis, a non-parametric technique. The results indicate that most insurers significantly over-utilized equity capital during the sample period. Regression analysis provides evidence that capital over-utilization primarily represents an inefficiency for which insurers incur significant revenue penalties.     

内资企业组织形式的纳税筹划

在现行税制下,内资企业由于组织形式的不同,会适用不同的所得税,即个人所得税或企业所得税。由于这两种所得在税率上和费用扣除方面存在差异,纳税人可以利用这些差异进行纳税筹划。     

人寿保险行业市场开放度效率研究

以东、中、西部各省(市)人寿保险公司设立、寿险保费收入和中外资寿险人员安排的劳动力投入等指标数据衡量人寿保险业的市场布局,结果显示:东、中、西部2002-2011年人寿保险公司一级(省级)分公司数量和分布密度逐年增加,各省寿险保费收入和中外资寿险人员劳动力投入的布局比重基本呈现逐年递增的趋势.运用DEA中投入导向CCR模型对我国人寿保险行业市场开放度效率进行分析,结果显示:中资寿险开放度效率相对较高,全国水平次之,外资寿险较低但呈现递增波动趋势.人寿保险业市场开放布局与开放度效率呈阶段式波动递增相关关系.     

Riding the merger wave: Uncertainty,reduced monitoring,and bad acquisitions

We show that acquisitions initiated during periods of high merger activity (“merger waves”) are accompanied by poorer quality of analysts' forecasts, greater uncertainty, and weaker CEO turnover-performance sensitivity. These conditions imply reduced monitoring and lower penalties for initiating inefficient mergers. Therefore, merger waves may foster agency-driven behavior, which, along with managerial herding, could lead to worse mergers. Consistent with this hypothesis, we find that the average long-term performance of acquisitions initiated during merger waves is significantly worse. We also find that corporate governance of in-wave acquirers is weaker, suggesting that agency problems may be present in merger wave acquisitions.     

The Competitive Dynamics of Geographic Deregulation in Banking: Implications for Productive Efficiency

Deregulation of geographic restrictions in banking over the past 20 years has intensified both potential and actual competition in the industry. The accumulating empirical evidence suggests that potential efficiency gains associated with consolidating banks are often not realized. We evaluate the impact of this increased competition on the productive efficiency of non-merging banks confronted with new entry in their local markets and find that the incumbent banks respond by improving cost efficiency. Thus, studies evaluating the impact of bank mergers on the efficiency of the combining parties alone may be overlooking the most significant welfare-enhancing aspect of merger activity.     

An Empirical Investigation of the Demand for Bank‐Owned Life Insurance

Key employee life insurance in the banking industry is called bank‐owned life insurance (BOLI). Banks use BOLI to provide financial support to help reduce disruptions due to the death of a key executive and as a part of the executive compensation package. We investigate the characteristics of banks related to the amount of BOLI purchased. We find that BOLI purchases are positively related to bank size and leverage and negatively related to tax rates and employee salaries. We also find that BOLI purchases are related to bank ownership structure and profitability.     

Guess what: It’s the settlements! Vertical integration as a barrier to efficient exchange consolidation

Exchanges and other trading platforms are often vertically integrated to carry out trading and settlement as one operation. We show that these vertical silos can prevent the full realization of efficiency gains from horizontal consolidation of trading and settlement platforms. When costs of settlement are private information, a merger of vertical silos cannot be designed to always ensure efficient trading and settlement after the merger. We also show, however, that efficiency can be guaranteed either by merging the trading platforms and delegating the operation of settlement platforms to independent agents or by forcing competition across vertical silos through cross-listings.     

Post-merger restructuring and the boundaries of the firm

We examine how firms redraw their boundaries after acquisitions using plant-level data. We find that there is extensive restructuring in a short period following mergers and full-firm acquisitions. Acquirers of full firms sell 27% and close 19% of the plants of target firms within three years of the acquisition. Acquirers with skill in running their peripheral divisions tend to retain more acquired plants. Retained plants increase in productivity whereas sold plants do not. These results suggest that acquirers restructure targets in ways that exploit their comparative advantage.     

The Determinants of Financial Derivatives Use in the United Kingdom Life Insurance Industry

This paper examines the determinants of financial derivatives use in the United Kingdom life insurance industry. We estimate a probit regression model and a Heckman two-stage sample selection regression model using a sample of eighty-eight U.K. life insurers in 1995. Our results indicate that the propensity to use derivative instruments is positively related to a firm's size, leverage and international links, and negatively related to the extent of reinsurance. We also find that mutual life insurance firms have a greater propensity than stock firms to use derivatives. The positive relation with leverage and the negative relation with reinsurance support the hypothesis that U.K. life insurers use derivatives to offset risk, rather than as a speculative means of income generation. Firm size and organizational form are the main influences on the extent of financial derivatives use.     

The Role of Tax Subsidies in the Market for Health Insurance

This paper investigates the role of tax subsidies in linking the market for health insurance to the employment relationship. Using both American and Canadian data, it investigates how these subsidies influence whether health insurance coverage is offered in different sized firms and whether it is offered through an employer versus the individual private market. The findings indicate that tax subsidies encourage the provision of insurance in smaller firms. Removal of the subsidies would cause the level of insurance in small firms to decline significantly, but would not cause a large change in the level of insurance in larger firms. Part of this decline would be offset by increases in the market for individually purchased insurance.     

The robustness of output measures in property-liability insurance efficiency studies

We empirically examine two methods for measuring output in property-liability insurer efficiency studies: the value-added approach and the “flow” (or financial intermediation) approach. The approaches are not mutually consistent. The value-added approach is closely related to traditional measures of firm performance, but the flow approach is not. In addition, efficient value-added approach firms are less likely to go insolvent, while firms characterized as efficient by the flow approach are generally more likely to fail. We also find that the theoretical concern regarding the value-added approach’s use of losses as a measure of output is not validated empirically.     

The performance of corporate alliances: Evidence from oil and gas drilling in the Gulf of Mexico

I use data on oil and gas drilling in the Gulf of Mexico to measure how a corporate alliance—a group of firms that jointly develops an offshore tract—performs relative to a solo firm. I employ a regression discontinuity strategy based on bids in first-price sealed-bid auctions for the rights to develop leases. By focusing on leases where one organizational form narrowly outbids the other, I measure drilling outcomes while controlling for the endogenous matching of projects and organizational forms. Solo firm leases are less profitable than alliance leases because alliance members combine their information and expertise.     

Reforms in Thai bank governance: The aftermath of the Asian financial crisis

This paper provides an empirical analysis of Thailand's bank governance reforms after the 1997 Asian financial crisis and then examines the stock market's response. Unlike the pre-crisis period, we find that the bank sector returns (or return volatilities) have become more Granger causal to the overall stock market in the post-crisis period. Announcements of bank governance reforms are also generally associated with significant change in bank sector returns. This adds to the proposition that improved bank governance is related to improved bank performance as measured by their bank stock returns.     

Stakeholder rights and economic performance: The profitability of nonprofits

This paper explores whether ownership matters in a fundamental sense by comparing the performance of stockholder-owned firms with the much less analyzed nonprofit firms. No stakeholder has residual cash flow rights in nonprofit firms, and the control rights are held by customers, employees, and community citizens. Accounting for differences in size and risk and comparing only firms in the same industry, we find that stockholder-owned firms do not outperform nonprofit firms. This result is consistent with the notin that the monitoring function of stockholders may be successfully replaced by other mechanisms. We find evidence that product market competition may play this role as a substitute monitoring mechanism.     

Form versus substance: The effect of ownership structure and corporate governance on firm value in Thailand

We examine the relation between the quality of corporate governance practices and firm value for Thai firms, which often have complex ownership structures. We develop a comprehensive measure of corporate governance and show that, in contrast to conventional measures of corporate governance, our measurement, on average, is positively associated with Tobin’s q. Furthermore, we find that q values are lower for firms that exhibit deviations between cash flow rights and voting rights. We also find that the value benefits of complying with “good” corporate governance practices are nullified in the presence of pyramidal ownership structures, raising doubts on the effectiveness of governance measures when ownership structures are not transparent. We conclude that family control of firms through pyramidal ownership structures can allow firms to seemingly comply with preferred governance practices but also use the control to their advantage.     

Corporate governance and the cost of debt: Evidence from director limited liability and indemnification provisions

We find that firms that provide limited liability and indemnification for their directors enjoy higher credit ratings and lower yield spreads. We argue that such provisions insulate corporate directors from the discipline from potential litigation, and allow them to pursue their own interests by adopting low-risk, self-serving operating strategies, which coincidentally redound to the benefit of corporate bondholders. Our evidence further suggests that the reduction in the cost of debt may offset the costs of directorial shirking and suboptimal corporate policies occasioned by this insulation, which may explain why stockholders have little incentive to rescind these legal protections.     

外资进入对中国保险业效率的影响

通过将保险企业的经营活动进行分解,本文对外资进入可能引发的资本形成效应、市场竞争效应和技术外溢效应等三个假说进行了检验,首次探讨了外资进入对中国保险业效率可能产生的影响。研究发现:(1)外资进入所带来的资本形成效应是对中国保险业效率改善最为直接的经济效应,但它主要通过扩展保险业务来实现,保险资金运用的效率并没有明显提升;(2)外资进入引发的市场竞争效应确实对保险业的效率改进起到了一定的积极作用,而且外资机构数量的增加比资产和市场份额的增长对效率的影响更为明显;(3)保险机构的外资持股比例与其效率水平之间存在显著的U型关系,外资持股比例在达到一定程度后,技术外溢效应才会对中国保险业效率起到推动作用。     

Restructuring of the Dutch Nonlife Insurance Industry: Consolidation,Organizational Form,and Focus

Since the deregulation of the European insurance market in 1994, Dutch nonlife insurance firms have sized up and increased their focus. Concurrently, the stock organizational form has become increasingly dominant. This article investigates these 1995–2005 trends from a cost‐efficiency perspective. We observe substantial economies of scale that are even larger for smaller firms. In line with the efficient structure hypothesis, both stocks and mutuals are found to have comparative cost advantages. Supporting the strategic focus hypothesis, we find that more specialized insurers have lower costs. Thick frontier efficiency estimates point to large cost X‐inefficiencies that have moderately decreased over time.