Labor-Friendly Corporate Practices: Is What is Good for Employees Good for Shareholders?

As corporate managers interact with non-shareholder stakeholders, potential tradeoffs emerge and questions arise as to how these interactions impact shareholder value. We argue that this shareholder–stakeholder debate is an important issue within the overall corporate governance and corporate policy domain and examine one such stakeholder group – employees – by studying labor-friendly corporate practices. We find that announcements of labor-friendly policies are associated with positive abnormal stock returns. Labor-friendly firms also outperform otherwise similar firms, both in terms of long-run stock market returns and operating results. In addition, we find that the probability and benefits of labor-friendliness increase with the demand for highly skilled labor. Our analysis of excess executive compensation suggests that top management derives no pecuniary benefits from labor-friendly practices. We interpret our results as consistent with a genuine concern for employees translating into higher productivity and profitability, which in turn facilitate value creation. It appears that the benefits of labor-friendly practices significantly outweigh the costs and that what is good for employees is good for shareholders.     

Are Stock Options Grants to CEOs of Stagnant Firms Fair and Justified?

Prior research has examined several ethical questions related to executive compensation. The issues that have received most attention are whether executives’ pay is fair and justified by performance. Since more recent studies show that stock options grants constitute the single largest component in executive compensation, we examine the relations of these grants to economic determinants and corporate governance for firms in the stagnant stage of their lifecycle. We find that, on average, stock options grants comprise a significant portion of annual CEO compensation (26.4%) for stagnant firms. We also find that economic (corporate governance) factors explain less (or more) of the cross-sectional variation in stock options grants for stagnant firms than for growth firms. Furthermore, we document lower pay-performance sensitivity (i.e., weaker incentive alignment) and no improvement in future firm performance from past stock options grants to CEOs of stagnant firms. In particular, our study provides empirical evidence on some inefficiencies associated with stock options grants to CEOs of low potential (stagnant) firms, a long-standing concern of business ethics researchers (Moriarty, 2005; Nichols and Subramaniam, 2001; Perel, 2003). Our results also provide support for the corporate governance reforms discussed in Matsumura and Shin (2005), especially those proposed provisions that curtail the power of CEOs in the governance of firms.     

Corporate Governance Reform and CEO Compensation: Intended and Unintended Consequences

Recent scandals allegedly linked to CEO compensation have brought executive compensation and perquisites to the forefront of debate about constraining executive compensation and reforming the associated corporate governance structure. We briefly describe the structure of executive compensation, and the agency theory framework that has commonly been used to conceptualize executives acting on behalf of shareholders. We detail some criticisms of executive compensation and associated ethical issues, and then discuss what previous research suggests are likely intended and unintended consequences of some widely proposed executive compensation reforms. We explicitly discuss the following recommendations for reform: require greater independence of compensation committees, require executives to hold equity in the corporation, require greater disclosure of executive compensation, increase institutional investor involvement in corporate governance (including executive compensation), and require firms to expense stock options on their income statements. We provide a brief summary discussion of ethical issues related to executive compensation, and describe possible future research.     

Cross‐Border Mergers and Differences in Corporate Governance

We examine whether corporate governance differences affect firm valuation in cross‐border mergers. We find that takeover premiums are decreasing in the quality of the foreign acquirer's home country governance for deals completed with stock, suggesting that the acquirers compensate target shareholders for the resulting exposure to inferior corporate governance regimes. Correspondingly, we find that the acquiring firm stockholders' abnormal returns at the merger announcement are increasing in the quality of corporate governance for stock offers. Finally, we find that foreign acquirers from countries with better corporate governance are more likely to make stock offers.     

ROE as a performance measure in performance-vested stock option contracts in China

In this paper, we hand-collect the performance measures adopted in performance-vested stock option plans in China. We find that return on equity (ROE) is a widely used performance measure. Different from most of the other performance measures, ROE is affected by the number of shares outstanding. When executive compensation contracts are explicitly tied to ROE performance, in order to avoid the reduction in reported ROE through the issuance of additional common shares (i.e., ROE dilution), managers have an incentive to influence ROE performance through financing decisions. We find that managers are more likely to avoid ROE dilution related to debt-versus-equity choice when their performance-vested stock option plans are explicitly tied to ROE performance and when firms have a high level of access to bank loans. However, there is no such link for firms with a low level of access to bank loans. Our study shows that the association between executive compensation design and corporate financing decisions depends on the accessibility of bank loans, demonstrating the importance of institutional factors in China. The results hold after controlling for potential endogeneity in executive compensation and corporate financing decisions. Our study contributes to both the executive compensation and corporate finance literature.     

The impact of managerial ability on crisis-period corporate investment

In this study, we document a strong positive relation between pre-crisis managerial ability and corporate investment during the crisis period, which remains robust in the presence of a large array of control variables capturing corporate governance attributes, executive compensation incentives and CEO characteristics. This relationship was prevalent only among firms with CEOs that had general managerial skills, rather than firm-specific skills. Our results also show that the positive relationship between managerial ability and corporate investment was supported by the capacity of such firms to secure greater financing and be less vulnerable to financial constraints during the crisis. Finally, we find that, on average, the stock market evaluates crisis-period investments positively, yet this effect is evident solely among firms characterized by high pre-crisis managerial ability. Overall, the results are consistent with the view that high managerial ability helps to mitigate underinvestment problems during a crisis which in turn increases firm value.     

Does the Quality of Corporate Governance Affect Firm Valuation and Risk? Evidence from a Corporate Governance Scorecard in Hong Kong*

Using Hong Kong firm data, we construct an index of corporate governance during 2002–2005, which scores the corporate governance practices of listed companies from the public shareholders' perspective based on the Organization for Economic Corporation and Development Principles of Corporate Governance. The findings show that family firms and firms with concentrated ownership structures are associated with bad corporate governance. The evidence also shows that these firms improve their corporate governance practices slower than their peers. Overall, the quality of corporate governance is very significant in explaining future company stock returns and risk. Good corporate governance is associated with both higher stock returns and with lower risk. Improvements in corporate governance are associated with significantly higher stock returns and lower company risk.     

The Relevance of XBRL Voluntary Disclosure for Stock Market Valuation: The Role of Corporate Governance

The aim of this paper is to investigate the relevance for stock market pricing of accounting earnings of voluntary disclosures in XBRL files considering the quality of corporate governance. Results are the following. It appears that XBRL extensions attract financial analysts. Good governance is positively associated with voluntary XBRL extensions. We observe that XBRL extensions enhance the positive relationship between accounting earnings and stock price. However, this positive association is reduced for firms with good governance, suggesting a substitution effect between XBRL extensions and corporate governance. Finally, it appears that XBRL extensions would strategically be related to earnings quality. This research highlights the importance to consider governance when assessing the value relevance of XBRL disclosures for stock market pricing.     

高管薪酬、董事会治理与分类转移

本文研究了高管薪酬和董事会治理对分类转移的影响。研究表明,货币薪酬会诱使高管向上转移利得,股权激励和缺乏区分度的薪酬制度会诱使高管同时向下转移费用和向上转移利得;而勤勉、独立和两职分离的董事会能够在一定程度上识别并抑制这两种不同方式的分类转移;但董事会对分类转移的抑制程度小于高管薪酬对分类转移的诱发程度。进一步地,良好的市场、法制和媒体监督环境能够有效缓解高管薪酬对分类转移的诱发作用,而董事会能够有效弥补法制建设和媒体监督不足导致的分类转移治理缺陷,并在较高质量的审计环境下对分类转移发挥更强的抑制作用。本文首次结合制度背景和媒体监督研究了公司核心治理机制对不同分类转移方式的影响和原因,并创新性地对向上转移利得的程度进行了衡量,为监管部门及公司治理机制、会计准则的制定者提供经验证据。     

Underpaid and Corrupt Executives in China’s State Sector

This study examines the role of executive compensation in public governance. We collect data on corruption cases that involve top-level executives in Chinese listed state-controlled firms. We find a significant positive relationship between underpayment of executives and the likelihood of an investigation into corrupt behavior. We also show that corruption is positively associated with firm performance and that the relationship between underpayment of executives and corruption is influenced by firm performance, suggesting that top managers are more likely to engage in illicit behavior if they are compensated poorly while the firms under their control perform well. Finally, we find that pay-performance sensitivity decreases when top executives are involved in corruption investigations, indicating a lack of pecuniary incentives. Our empirical findings point toward an important relationship between executive compensation and corrupt behavior, thus providing valuable input to the understanding of executive pay and its effects in China’s state sector.     

上市公司高管薪酬指数研究

高管薪酬问题是公司治理理论的核心,如何科学、客观、准确地评价高管薪酬是理论界和实践界共同关注的焦点。通过计算2008年1 581家上市公司的高管薪酬指数,提出基于公司业绩的高管薪酬指数,并分行业、地区和所有制性质分析了上市公司高管薪酬指数的特点,本文认为对高管薪酬的评价不能简单地使用高管薪酬绝对值,而应充分考虑高管薪酬与企业业绩的匹配程度。     

Corporate Governance and Corporate Social Responsibility Disclosures: Evidence from an Emerging Economy

We examine the relationship between corporate governance and the extent of corporate social responsibility (CSR) disclosures in the annual reports of Bangladeshi companies. A legitimacy theory framework is adopted to understand the extent to which corporate governance characteristics, such as managerial ownership, public ownership, foreign ownership, board independence, CEO duality and presence of audit committee influence organisational response to various stakeholder groups. Our results suggest that although CSR disclosures generally have a negative association with managerial ownership, such relationship becomes significant and positive for export-oriented industries. We also find public ownership, foreign ownership, board independence and presence of audit committee to have positive significant impacts on CSR disclosures. However, we fail to find any significant impact of CEO duality. Thus, our results suggest that pressures exerted by external stakeholder groups and corporate governance mechanisms involving independent outsiders may allay some concerns relating to family influence on CSR disclosure practices. Overall, our study implies that corporate governance attributes play a vital role in ensuring organisational legitimacy through CSR disclosures. The findings of our study should be of interest to regulators and policy makers in countries which share similar corporate ownership and regulatory structures.     

Stock Price Informativeness and Corporate Governance: An International Study

This study investigates the cross‐country relationship between firm‐level corporate governance and stock price informativeness. Using firm‐level data from 22 developed countries, we find that stock price informativeness, as measured by firm‐specific stock return variation and future earnings response coefficients, increases with the quality of a firm's corporate governance. Further analyses show that all mechanisms except board‐related governance relate positively to stock price informativeness. Finally, firm‐level corporate governance plays a more significant role in strengthening the stock return–earnings associations for firms in countries with strong institutional environments. This evidence highlights the role of country‐level legal investor protections in shaping the relationship between firm‐level corporate governance and stock price informativeness.     

The political determinants of executive compensation: Evidence from an emerging economy

In regulated economies, corporate governance mechanisms such as executive compensation are less driven by market-based forces but more subject to political influence. We study the political determinants of executive compensation for all listed Chinese firms in the context of an exogenous shock that removed market frictions in share-tradability. Under strong political constraints, state ownership reduced the managerial pay levels and increased pay-for-performance sensitivity (to asset-based benchmarks). Board independence and compensation committees do not curb managerial pay, and market-based factors do not have a significant influence. However, these effects reversed following the governance shock (removal of market frictions in share tradability).     

Cross-listing and CSR performance: evidence from AH shares

This study investigates the association between corporate social responsibility (CSR) performance and cross-listing. In a clean setting where a change in CSR performance can be attributed to the cross-listing, we find a statistically significant and economically meaningful increase in CSR performance for the cross-listed firms. Moreover, such an increase comes mostly in technical CSR, which targets the firms’ primary stakeholders. We also find that the positive association between cross-listing and CSR improvements is more pronounced for firms with weak corporate governance. The results hold under a variety of different robustness checks.     

Cross-listing and CSR performance: evidence from AH shares

This study investigates the association between corporate social responsibility (CSR) performance and cross-listing. In a clean setting where a change in CSR performance can be attributed to the cross-listing, we find a statistically significant and economically meaningful increase in CSR performance for the cross-listed firms. Moreover, such an increase comes mostly in technical CSR, which targets the firms’ primary stakeholders. We also find that the positive association between cross-listing and CSR improvements is more pronounced for firms with weak corporate governance. The results hold under a variety of different robustness checks.     

Information asymmetry and investor trading behavior around bond rating change announcements

This study examines stock market reactions to public announcements (corporate bond rating changes), including changes in stock prices and investor behavior in terms of trading volumes and patterns. Abnormal returns, abnormal volumes, and net order imbalances are estimated using high-quality stock transaction data from Korean firms, whose bonds were rated by Korea's leading credit rating agencies between 2000 and 2015. We find positive (negative) abnormal stock returns around upgrades (downgrades), although the stock price reactions to downgrades are more statistically significant than those to upgrades. Significant abnormal volumes and order imbalances are found around rating changes, and the extent to which each investor group (domestic individuals, domestic institutions, or foreign investors) reacts to a rating change varies. Our analyses also support that foreign and domestic institutional investors are better informed than individual investors.     

Environmental,Social, and Governance (ESG) Profiles,Stock Returns,and Financial Policy: Australian Evidence

This study investigates the independent effects of environmental (E), social (S), corporate governance (G), and the composite ESG ratings on stock returns and corporate financing decisions of the largest stocks in the Australian equity market. Firms with high composite ESG ratings tend to increase their leverage. For the individual ratings, we find different inferences: firms with low E and high G ratings tend to raise less debt. Firms with high G ratings hold less cash, while those with low G ratings have lower dividend payouts. S ratings have no impact on corporate financing decisions. There appears to be no significant difference in risk‐adjusted returns for portfolios based on ESG ratings, effectively indicating that there is no cost of ESG investment.     

Corporate governance predictors of adoption of anti-takeover amendments: An empirical analysis

This study of 481 corporations provides an assessment of the relationship between several corporate governance variables (board composition, type of board leadership, officer and director stock holdings, institutional stock holdings, number of majority owners, existence of severance agreements) and adoption of anti-takeover amendments. The results of analysis suggest that the two groups (adopters/non-adopters) differ significantly in regards to these variables.Paula L. Rechner is an Assistant Professor at the University of Houston. She received her Ph.D., her research interests include corporate governance and executive succession/compensation. Her articles have appeared inAcademy of Management Journal, Strategic Management Journal, Academy of Management Executive, andOrganizational Behavior and Human Decision Processes, among others.Chamu Sundaramurthy, an Assistant Professor of Management at the University of Kentucky, is interested in corporate governance. Her dissertation examines board governance within the context of antitakeover corporate charter amendments adopted between 1984–1988. Her other research interests include executive succession and corporate social responsibility.Dan R. Dalton is the Dow Professor of Management and Director of Graduate Programs, Graduate School of Business, Indiana University. Formerly with General Telephone & Electronics (GT&E) for thirteen years, he received his Ph.D. from the University of California. Widely published in business and psychology, his articles have appeared in theAcademy of Management Journal, Academy of Management Review, Administrative Science Quarterly, Journal of Applied Psychology, Journal of Business Ethics, Strategic Management Journal, Journal of Business Strategy, Behavioral Science, andHuman Relations, as well as many others.     

国外CEO权益报酬研究的进展与启示

对管理者、特别是CEO的报酬和激励是公司治理的一个重大问题.文章在总结国外众多关于CEO权益报酬的文献基础上,主要从权益报酬激励及其效应、CEO股票期权的价值确定、CEO权益激励水平的决定、关于权益报酬有效性的争议等方面就国外的最新研究进行了综合评述,在此基础上分析了对我国公司的高管人员实行权益报酬的借鉴和启示.