Corporate Governance and Performance: The REIT Effect

Real estate investment trusts (REITs) offer a natural experiment in corporate governance due to the fact that they leave little free cash flow for management, which reduces agency problems. We exploit a unique and leading corporate governance database to test whether corporate governance matters for the performance of U.S. REITs. We document for a sample including governance ratings of more than 220 REITs that firm value is significantly related to firm-level governance for REITs with low payout ratios only. Repeating the analysis with the complete database that includes more than 5,000 companies and a control sample of firms with high corporate real estate ratios, we find a strong and significantly positive relation between our governance index and several performance variables, indicating that the partial lack of a relation between governance and performance in the real estate sector might be explained by a REIT effect.     

The impact of internationalization on performance and innovation: The moderating effects of ownership concentration

Researchers in international business have long been interested in understanding the impact of internationalization on performance and innovation. However, prior studies of this research stream offer mixed results. This study contributes to this research stream by employing agency theory to investigate how ownership concentration affects the performance and innovation implications of internationalization. Specifically, we examine two primary effects of ownership concentration: the incentive alignment effect, proxied by the controlling shareholder??s cash flow rights, and the entrenchment effect, proxied by the divergence between control rights and cash flow rights of the controlling shareholder. Based on a sample of Taiwan??s publicly listed firms, we find that the incentive alignment effect moderates the relation between internationalization and performance and innovation positively and the entrenchment effect moderates the relation negatively. These findings shed light on the mixed results of the literature. In addition, most countries outside the United States and the United Kingdom have high ownership concentration; therefore, our results may be generalizable to other settings, providing insight into the role of corporate governance in internationalization.     

The Impact of Industrial Design Effectiveness on Corporate Financial Performance*

Despite the growing recognition of industrial design's value in creating sustainable competitive advantage, few studies have attempted to quantify the contribution that design makes to company financial performance. This article examines the relationship between industrial design and company financial performance in order to assess industrial design's contribution to this performance. Effective industrial design was evaluated by asking a panel of 138 industrial design experts to rank the industrial design effectiveness of publicly traded firms within nine selected manufacturing industries; the ranking process yielded 93 firms. Based on the rankings, firms within each industry were divided into two groups: those judged as exhibiting high design effectiveness versus those judged as low in design effectiveness. Audited financial data reported to the SEC across a seven‐year period from 1995 to 2001 were used to evaluate financial performance. Using traditional financial ratios senior managers consider essential performance measures, those firms with high design effectiveness were hypothesized to have higher returns on sales, returns on assets, and growth rates of sales, net income, and cash flow than firms with low design effectiveness. High design effectiveness firms further were hypothesized to have higher stock market returns. These comprehensive, corporate financial measures incorporate expenditures made on industrial design (industrial designers' salaries, design consultants' fees, computer‐aided industrial design equipment) and expenditures that designers influence through their design choices (material costs, manufacturing equipment). This analysis reveals that firms rated as having “good” design were stronger on all measures except growth rate measures. These results provide strong evidence that good industrial design is related to corporate financial performance and stock market performance even after considering expenditures on industrial design. Further, the patterns of financial performance over the seven‐year horizon suggest that these effects are persistent.     

Alternative Corporate Governance Systems in Japanese Firms: Implications for a Shift to Stockholder-Centered Corporate Governance

In Asia, the recent catastrophic decline in regional stock markets, continuing currency crisis and failures of major financial institutions and industrial corporations have increased domestic and international interest in corporate governance. Nowhere is this greater than in Japan where financial institution reform has catapulted this to the fore. In this paper, we use agency theory and institutional theory, together with comparative case examples, to derive some propositions on the dynamics of changing corporate governance systems in Japanese firms. We argue for the co-existence of stakeholder and shareholder-centered corporate governance systems in Japan. This argument has an important implication for corporate governance research and agency theory. Namely, changes in ownership structure and institutional expectations would force firms to focus on maximizing shareholder value even where the interests of stakeholders are more emphasized. It suggests an environmental selection mechanism to ensure the emergence of appropriate corporate governance mechanisms to solve the agency problem. Further, the loss of competitiveness and the prolonged poor performance of firms can change the institutional norms to emphasize asset efficiency and transparency rather than stability and business ties.     

Risk abatement as a strategy for R&D investments in family firms

The behavioral agency model suggests family firms invest less in R&D than nonfamily firms to protect their socioemotional wealth. Studies support this contention but do not explain how family firms make R&D investments. We hypothesize that when performance exceeds aspirations, family firms manage socioemotional and economic objectives by making exploitative R&D investments that lead to more reliable and less risky sales levels. However, performance below aspirations leads to exploratory R&D investments that result in potentially higher but less reliable sales levels. Using a risk abatement model, our analyses of 847 firms over 10 years supports our hypotheses. Copyright © 2013 John Wiley & Sons, Ltd.     

Is advertising an underappreciated driver of sales growth in B2B markets? Theoretical perspectives and empirical evidence

While firms in consumer markets spend hundreds of billions of dollars on advertising each year, firms in business markets are comparably hesitant to adopt advertising as a means to drive business and generate sales growth. Instead, a widespread belief is that sales success in business markets results from a quality focus and sales force support. Challenging these beliefs, this study proposes that B2B advertising can have effects that are meaningful and unmatched by effects resulting from a quality focus and sales force spending. Furthermore, we hypothesize that B2B advertising can help unlock dormant potentials in the established success drivers. We test the proposed effects empirically, drawing on more than 12,000 observations of the advertising expenses, quality focus, sales force spending, and sales growth of more than 2000 U.S.-based B2B firms between 1990 and 2015. This research provides novel insights for researchers and managers concerning the benefits of B2B advertising spending and the interplay between different success drivers in generating sales growth in business markets.     

When is cash good or bad for firm performance?

Research summary: Cash can create shareholder value when used for adaptation to unfolding contingencies, but can also reduce value when appropriated by other stakeholders. We synthesize arguments from the behavioral theory of the firm, economic perspectives like agency theory, and the value‐creation versus value‐appropriation literatures to argue that the implications of cash for firm performance are context‐specific. Cash is more beneficial for firms operating in highly competitive, research‐intensive, or growth‐focused industries that are typical of contexts requiring adaptation in the face of uncertainties. Conversely, cash is more detrimental to performance in firms that are poorly governed, diversified, or opaque, as are typical of contexts where stakeholder conflicts, information asymmetries, or power imbalances can encourage value appropriation by other stakeholders. Managerial summary: Cash can create shareholder value when used for adaptation to unfolding contingencies, but can also reduce value when appropriated by other stakeholders. While cash‐rich firms have higher performance on average, with those in the 75th percentile having a market‐to‐book value 15 percent higher than those in the 25th percentile, we find that the performance benefits of cash depend on the context. Cash is more beneficial for firms operating in highly competitive, research‐intensive, or growth‐focused industries that are typical of contexts requiring adaptation in the face of uncertainties. Conversely, cash is more detrimental to performance in firms that are poorly governed, diversified, or opaque, as are typical of contexts where stakeholder conflicts, information asymmetries, or power imbalances can encourage value appropriation by other stakeholders. Copyright © 2015 John Wiley & Sons, Ltd.     

Increasingly Marginal Utilities: Diversification and Free Cash Flow in Newly Privatized UK Utilities

This article was the experience of the newly privatized UK utilities as a unique natural experiment to explore aspects of the life cycle/free cash-flow hypothesis of Dennis Mueller and Michael Jensen. It demonstrates that in their immediate post-privatization, regulated environment the UK utilities experienced severe attenuation of all the principal forms of corporate governance, while remaining substantial cash generators but with limited scope for core business growth. It shows that the firms responded with a rapid – and apparently unsuccessful – expansion of non-core activities. The article then uses a two-way random effects panel design and finds substantial and robust support for the maintained hypothesis that (lagged) cash-flow drove diversification. The results also generate clear implications for privatization policy. In particular, they suggest that the incentive benefits anticipated from substituting private for government ownership may become distorted if the managements of newly privatized enterprises are sheltered from the regular disciplines of corporate governance.     

Testing a model of reasoned risk‐taking: governance,the experience of principals and agents,and global strategy in high‐technology IPO firms

Research on the governance of risky ventures, like the initial public offerings (IPOs) of high‐technology firms, has focused primarily on the relationship between governance mechanisms and firm performance. While such an emphasis is clearly important, it does little to shed light on potential relationships between governance and the strategies pursued by risky firms, nor does it take into account the complementary role of key stakeholders in affecting those strategies. To partially remedy this deficit we integrate agency and behavioral perspectives to develop a theory of ‘reasoned risk‐taking,’ whereby the nature of risks undertaken is a consequence of the interaction of governance mechanisms and stakeholder characteristics. We demonstrate our theory by predicting when corporate governance should be associated with strategic risk‐seeking beyond a firm's technical core—as seen in the degree to which it has expanded internationally. Surprisingly, even though venture capitalists (VC) are risk specialists, we find that technology‐based IPO firms are less likely (i.e., a negative relationship) to have extensive global sales when they are backed by a VC. In support of our reasoned risk‐taking theoretical framework, we find that VCs are indeed risk‐seeking when VC backing is complemented by the international experience of their board appointees, top management team (TMT) members, or both. IPO firms with significant insider ownership are similarly global risk‐seekers, and those effects are strongest with an internationally seasoned board and TMT at the helm. Copyright © 2003 John Wiley & Sons, Ltd.     

Beyond the retention—acquisition trade-off: Capabilities of ambidextrous sales organizations

Sales organizations aim to grow their firms' business by acquiring new customers while retaining their existing ones. Although customer acquisition and retention are complementary processes, they involve different sales process capabilities that often compete for investments. However, firms that succeed in effectively combining these capabilities are “ambidextrous” and will enjoy superior growth and profits. Although developing ambidexterity is a fundamental sales management task, it has received little attention in research. Based on the Motivation-Opportunity-Ability framework we identify a set of organizational sales capabilities that can help sales organizations' joint management of acquisition and retention capabilities, and explain their influence drawing on Job Demands-Resources (JD-R) theory. Survey and time-lagged archival performance data from 174 firms provide an empirical test of the conceptual model and hypotheses developed. Results confirm that incentive management, cross functional cooperation, and the interaction of cross functional cooperation and sales training capabilities are positively correlated with sales organization ambidexterity. In addition, we find a positive correlation of customer prioritization on ambidextrous selling. Results confirm that firms with high levels and aligned acquisition and retention capabilities enjoy superior organic growth. However, contrary to expectation, increases in profit growth are only accomplished if acquisition capabilities are high.     

Outside directors and firm performance during institutional transitions

Do outside directors on corporate boards make a difference in firm performance during institutional transitions? What leads to the practice of appointing outside directors in the absence of legal mandate? This article addresses these two important questions by drawing not only on agency theory, but also resource dependence and institutional theories. Taking advantage of China's institutional transitions, our findings, based on an archival database covering 405 publicly listed firms and 1211 company–years, suggest that outsider directors do make a difference in firm performance, if such performance is measured by sales growth, and that they have little impact on financial performance such as return on equity (ROE). The results also document a bandwagon effect behind the diffusion of the practice of appointing outsiders to corporate boards. The article not only highlights the need to incorporate multiple theories beyond agency theory in corporate governance research, but also generates policy implications in light of the recent trend toward having more outside directors on corporate boards in emerging economies. Copyright © 2004 John Wiley & Sons, Ltd.     

The sustainable growth model: A tool for evaluating the financial feasibility of market share strategies

Market share objectives constitute a key element of a firm's corporate strategy. Market share strategy decisions—to build, maintain, or harvest share—are generally based on a careful consideration of the long-term and short-term profitability and cash flow implications of such decisions. The product sales growth rate and capacity expansion implications of share building strategies, the sustainability of implied sales growth targets and its consistency with the established financial policies and objectives of the firm are the subject of this report. The sustainable growth model outlined provides a framework for evaluating the financial feasibility of sales growth objectives at the strategic business unit level and the firm level, from the standpoint of expected return on sales, investment requirements per dollar of sales, target capital structure and the dividend policy of the firm.     

CONSTITUTION AND BYLAWS

In recent times, small business firms have created 80 percent of the new jobs in the United States. Thus, their methodology for capital investment decisions is very important, though it continues to be somewhat different from that used by larger business firms. A questionnaire survey with 232 small business respondents indicates that the payback method is still the preferred approach by 42.7 percent of the firms. Unlike many larger firms, their time horizon is often the period over which a financial institution will extend them funding. In any event, the “average” minimal payback period in the survey averaged 2.81 years, a time period far shorter than the useful life of the asset and one that would indicate a required return far higher than most firms anticipate. Somewhat encouraging was the increased use of discounted cash flow methods (27.6 percent), which is a higher rate of utilization than that indicated in other surveys of smaller firms over the last few decades.     

Antecedents and consequences of corporate governance reform: the case of Germany

The paper examines the antecedents and consequences of the voluntary adoption of corporate governance reform in firms embedded in a relationship‐based governance system with less protection of minority shareholders. In such locations, ownership structure should be a key determinant of governance reform. Firms with dispersed ownership are likely to face agency problems but may lack sufficient ownership power in the hand of external owners for adoption to occur. Extensive ownership by external parties facilitates adoption but decreases the need and motivation to adopt governance reform. We examined the adoption of stock‐based incentive plans and transparent accounting regulations (e.g., greater disclosure to shareholders) among large German firms (DAX 100) during the late 1990s. We found an inverse ‘U’‐shaped relationship between ownership concentration and governance reform. In addition, we found that firms adopting governance reform were more likely to engage in corporate divestitures and achieve higher levels of market performance than firms not adopting governance reform. Copyright © 2003 John Wiley & Sons, Ltd.     

AGENCY COSTS AND THE PERFORMANCE IMPLICATIONS OF INTERNATIONAL JOINT VENTURE INTERNALIZATION

Recent studies have examined the determinants of international joint venture (IJV) formations and stock market reactions to such investments. Less is known, however, about the evolution of IJVs and the attendant performance implications for parent firms. This paper examines one specific type of IJV evolution, IJV internalization, whereby one firm acquires the IJV by buying out its partner(s). Standard agency theory variables are hypothesized to influence parent firm valuation effects. The results indicate that parent firm valuation effects are positively related to the parent firm equity owned by insiders and the interaction of debt financing and free cash flow. © 1997 by John Wiley & Sons, Ltd.     

2008年国际大石油公司经营状况及发展动向

受外部经营环境急剧变化影响,2008年国际大石油公司经营业绩呈现前高后低的特点,各公司净利润增减不一,原油产量、加工量和油品销量普遍下降,上游生产成本持续上升,经营现金流总体增长。面对经营环境的不利变化,国际大石油公司立足长远发展,看好长期能源需求增长的总体趋势,继续保持较高的投资水平;继续推进油气资源接替,加大对非常规油气资源的投资,开始进入油气潜力大但政治风险高的地区进行勘探开发;加大营销业务整合力度,大幅削减零售业务,减少资本占用;抓住金融危机时期的难得机遇,利用现金充裕优势,在全球范围内寻机收购符合公司发展的战略性资产;继续投资替代能源和可再生能源领域,但投资的力度和步伐有所放缓,投资方向和投资地区更加集中。未来国际大石油公司将继续保持其投资增长水平,不断加大对非常规油气资源的投资力度;继续进行结构调整,优化资源配置,以实现投资回报最大化。     

Corporate governance in Taiwan: The nonmonotonic relationship between family ownership and dividend policy

This study considers an important aspect of corporate governance: the relationship between cash flow rights and dividend payout policy of listed family firms in Taiwan, an economy characterized by a predominance of family-controlled firms. Dividend payout levels are important because they are crucial to governing the firm and managing its investments. The empirical results show that at a low level of controlling families’ cash flow rights, the threat to lose control at any time makes controlling families claim more in dividends. This yields a positive relationship between dividend payout and the cash flow rights of controlling families at this level. Meanwhile, at a moderate level of controlling families’ cash flow rights, the entrenchment effect becomes more robust and creates a negative relationship with dividend payout. Finally, at the very highest level of controlling families’ cash flow rights, excessive firm-specific risk again helps to again create a positive relationship. This nonmonotonic relationship between controlling family cash flow rights and dividend payout also holds for financially mature firms that have a high earned to contributed capital mix.     

Virtuous or vicious cycles? The role of divestitures as a complementary Penrose effect within resource‐based theory

Research summary: Studies of how divestitures affect firm performance offer mixed results. This paper unpacks relationships between divestitures and subsequent performance, focusing first on the moderating role of prior performance and then on mechanisms through which divestitures by higher‐ and lower‐performing firms affect performance. The study suggests that divestitures can exacerbate weakness and reinforce strength: divestitures by lower performers improve profits but inhibit sales growth and tend to speed the firms’ exits as independent actors; by contrast, higher‐performing divesters invest in support of existing assets and gain new growth, while avoiding becoming acquisition targets. Most generally, divestitures help reduce constraints to changing a firm's resource base, which we refer to as a complementary Penrose effect. Managerial summary: Divestitures help both struggling firms and high performers free financial and managerial resources that they can reinvest in more productive uses. In doing so, divestitures reinforce the strength of high performers but may exacerbate weaknesses of struggling firms. Divestitures by lower performers improve their profits but inhibit their sales growth and increase the chances that the firms will be acquired. By contrast, higher‐performing divesters gain new growth by investing in support of existing and recently acquired assets and, by doing so, are less likely to become targets of acquirers who seek their productive assets. Thus, divestiture is part of a downward cycle for struggling firms but supports a virtuous cycle for superior firms.     

创始人权威、控制权配置与家族企业治理转型——基于国美电器“控制权之争”的案例研究

以国美电器"控制权之争"为背景,采用案例研究方法探讨了家族企业的控制权配置模式及治理后果。研究表明:随着规模扩大、参与国际竞争程度提升,传统家族权威治理的局限性日益显现,引入职业经理人是我国家族企业治理转型的必然趋势;诸如国美等治理实践中频发的"控制权冲突",根源并不在创始家族的控制权让渡,而是源于权力制衡缺失引发的控制权私利;优化权力配置,形成核心控制权、一般控制权和现金流权之间的合理匹配与均衡,是实现创始家族和职业经理人互惠相容,确保治理转型成功的关键与微观基础。本文从控制权视角深化了对家族企业治理的理解,也为化解当前我国家族企业"集体转型之痛"提供了必要的理论借鉴。     

On delineating supply chain cash flow under collectionrisk

The credit terms for accounts receivable (AR) offered by sellers to buyers not only create a time lag between supply chain physical flow and cash flow, but also increase the collection risk contributed by late collection and default. Previous studies describing the relationship between the two major supply chain flows did not consider the collection risk, which poses a serious challenge to companies with limited cash resources when seeking growth opportunities in sales. This study first delineates the relationship between the two flows during a growth period without imposing any constraints. A stochastic optimization model is then developed to observe the managerial implications of cash flow risk under tight cash constraints.