家族式治理对公司理财行为的影响机制研究

家族企业已经越来越受到人们的重视。在现有文献的基础上,论文以所有权和控制权为两维对家族企业做了严格的定义和划分,并把研究对象界定在拥有高控制权的家族式企业。通过将家族式治理和公司理财分析范式结合分析,家族式治理中的网络式组织结构、封闭式的股权结构和作为家族意愿体现的董事会治理机制对家族企业理财行为产生影响。家族式治理对公司理财行为产生正面影响,但由于其自身的局限性和家族企业所处环境的变化,家族式理财必须进行变革:非家族化的理财方式变革,家族规则与现代市场游戏规则的融合,引入有效专家理财制度,以及对家族式理财的扬弃。     

Firm Performance and Women on the Board: Evidence from Spanish Small and Medium-Sized Enterprises

ABSTRACT

This study examines gender diversity on boards of directors in a sample of nonfinancial Spanish small and medium-sized enterprises (SMEs) for 2003–8, finding that the probability of women on the board increases with firm performance, defined as return on assets, and family ownership, but diminishes with corporate ownership and firm risk. It also finds, when examining the full sample, a positive effect of the presence of women board members on firm performance. The study also obtains a similar positive effect in most subsamples, including in firms with corporate ownership, where family connections play less role in the election of board members, and in firms in the secondary and tertiary sectors, which are characterized by having greater proximity to final consumers than those in the primary sector.     

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.     

Post-privatization corporate governance and firm performance: The role of private ownership concentration,identity and board composition

We examine and analyze the post-privatization corporate governance of a sample of 52 newly privatized Egyptian firms over a period of 10 years, from 1995 to 2005. We look at the ownership structure that results from privatization and its evolution; the determinants of private ownership concentration; and the impact of private ownership concentration, identity and board composition on firm performance. We find that the state gives up control over time to the private sector, but still controls, on average, more than 35% of these firms. We also document a trend in private ownership concentration over time, mostly to the benefit of foreign investors. Firm size, sales growth, industry affiliation, and timing and method of privatization seem to play a key role in determining private ownership concentration. Ownership concentration and ownership identity, in particular foreign investors, prove to have a positive impact on firm performance, while employee ownership concentration has a negative one. The higher proportion of outside directors and the change in the board composition following privatization have a positive effect on firm performance. These results could have some important policy implications where private ownership by foreign investors seems to add more value to firms, while selling state-owned enterprises (SOEs) to employees is not recommended. Also, the state is highly advised to relinquish control and allow for changes in the board of directors following privatization as changing ownership, per se, might not have a positive impact on firm performance unless it is coupled with a new management style.     

上市方式、股权结构与企业绩效的实证研究——基于上市家族企业数据的分析

我国上市公司普遍存在金字塔型的股权结构,使得终极控制人的控制权与现金流量权发生分离,这很有可能会引发一系列的委托代理问题。因此本文以我国金字塔类家族上市公司2008-2010年的有效样本数据为研究对象,对家族上市公司的上市方式、股权集中度、股权制衡程度、现金流权、控制权以及两权分离程度、股权结构和公司绩效的关系进行理论分析和实证研究,有着重要的实践指导价值。研究结果表明,直接上市的家族公司绩效整体上优于间接上市的家族公司,家族企业的股权集中度与企业绩效呈现显著的倒U型关系,股权制衡程度与企业绩效负相关,现金流权与企业绩效不存在显著的相关关系,两权分离度与企业绩效负相关。     

Investor Protections and Concentrated Ownership: Assessing Corporate Control Mechanisms in the Netherlands

Abstract. The Berle–Means problem – information and incentive asymmetries disrupting relations between knowledgeable managers and remote investors – has remained a durable issue engaging researchers since the 1930s. However, the Berle–Means paradigm – widely dispersed, helpless investors facing strong, entrenched managers – is under stress in the wake of the cross‐country evidence presented by La Porta, Lopez‐de‐Silanes, Shleifer and Vishny, and their legal approach to corporate control. This paper continues to investigate the roles of investor protections and concentrated ownership by examining firm behaviour in the Netherlands. Our within‐country analysis generates two key results. First, the role of investor protections emphasized in the legal approach is not sustained. Rather, firm performance is enhanced when the firm is freed of equity market constraints. Second, ownership concentration does not have a discernible impact on firm performance, which may reflect large shareholders' dual role in lowering the costs of managerial agency problems but raising the agency costs of expropriation.     

Corporate governance structure and product market competition

This article assesses the effects of the competitive structure of a product market on a firm’s corporate governance structure. Our model demonstrates that shareholders strategically determine the corporate governance structure, including the manager’s stock ownership and his controlling power over the firm, in order to maximize their utility in the product market competition. We find that the manager’s stock ownership is lower and his controlling power over the firm is higher when the firm’s product is more profitable or when competition within the product market is more severe. The inefficiency of the wealth transfer from shareholders to the manager also affects the corporate governance structure.     

NEGOTIATED BLOCK TRADE AND REBUILDING OF TRUST

We investigate the impact of corporate governance on customers' trust using a dynamic model of experience-goods firm. In the optimal equilibrium, customers' trust in the firm is linked to its behavior in the market for corporate control, so that the controlling shareholder has incentives to ensure high product quality while noncontrolling shareholders' interests are protected. Following a trust-damaging event, turnover of the controlling share block restores customers' trust and enhances total shareholder value. Our analysis identifies an endogenous cost of corporate control, offers implications for the control premium, and provides a novel rationale for the separation of ownership and control.     

Divestitures,privatization and corporate performance in emerging markets

We use new firm‐level data to examine the effects of firm divestitures and privatization on corporate performance in a rapidly emerging market economy. Unlike the existing literature, we control for accompanying ownership changes and the fact that divestitures and ownership are potentially endogenous variables. We find that divestitures increase the firm's profitability but do not alter its scale of operations, while the effect of privatization depends on the resulting ownership structure – sometimes improving performance and sometimes bringing about decline. The effects of privatization are thus more nuanced than suggested in earlier studies. Methodologically, our study provides evidence that it is important to control for changes in ownership when analyzing divestitures and to control for endogeneity, selection and data attrition when analyzing the effects of divestitures and privatization.     

家族创始人职业经历与企业风险承担*

基于创始人自身特征的异质性,本文研究家族创始人职业经历与企业风险承担的关系。研究发现,相对于家族创始人具有公共部门职业经历的企业,创始人具有企业部门职业经历的企业风险承担水平更高。进一步地,在产品市场竞争激烈的行业,家族创始人的企业部门职业经历与企业风险承担水平的正相关关系更强。研究表明,具有企业部门职业经历的家族创始人更偏好风险,其所掌控企业的风险承担水平也更高。本文发展了基于代理理论和控制权理论的家族企业风险承担研究,论证了家族创始人职业经历特征对企业风险承担的重要作用。同时,本文研究结论有助于投资者识别企业风险。     

Multinational status and firm exit in the Italian manufacturing and service sectors

The aim of this paper is to investigate the determinants of survival for Italian firms according to their ownership status. To this end, we analyze firm survival distinguishing the Italian firms in foreign multinationals (FMNEs), domestic multinationals (DMNEs) and domestic non-multinational firms (NMNEs). The empirical analysis, carried out over the period 2004–2008, is based on the Cox Proportional Hazard Model, in which we look for the impact of ownership dummies on firm survival controlling for several firm and industry specific covariates. Our main findings reveal that FMNEs are more likely to exit the market than national firms in manufacturing and services. In contrast, DMNEs have a higher chance of survival compared with the other firm categories in services. However, when we conduct a finer level of industry classification, we observe the presence of some heterogeneity in the patterns of firm survival. Moreover, we find that the presence of foreign firms has a positive impact on firms’ survival mainly in the service sectors.     

传承意愿与家族企业国际化：制度环境的调节效应

研究家族企业主的传承意愿对国际化的影响及制度环境对二者关系的调节效应,结果表明:家族所有权传承意愿(即仅意图传承家族所有权)对国际化程度和国际化速度有显著负向影响,家族管理权传承意愿(即仅意图传承家族管理权)对国际化程度和国际化速度有显著正向影响,家族所有权与管理权同时传承意愿(即意图同时传承家族所有权与管理权)对国际化速度有显著正向影响;随着制度环境的改善,家族所有权传承意愿对国际化速度的负向影响减小,家族管理权传承意愿对国际化程度和国际化速度的正向影响减小,家族所有权与管理权同时传承意愿对国际化速度的正向影响减小。     

Commercial Policy and Foreign Ownership

Foreign multinationals often not only export but also control local firms through FDI. This paper examines the various effects of trade and industrial policies when exports and FDI coexist. We focus on the case in which a foreign firm has full control of a local firm through partial ownership. Cross‐border ownership on the basis of both financial interests and corporate control leads to horizontal market linkages through which tariffs and production subsidies may harm locally owned firms but benefit the foreign firm. Foreign ownership regulation benefits locally owned firms. These results could have strong policy implications for developing countries that attract an increasing share of world FDI.     

机构持股、公司治理与上市公司R&D投入——来自中国上市公司的经验证据

基于代理理论,检验了机构投资者能否作为一种公司治理机制,降低管理层的代理成本,激励上市公司管理层增加R&D投入、追求上市公司的长期价值。结论显示,机构持股与上市公司R&D支出之间存在显著正相关关系,机构持股能够激励企业进行长期投资。以上发现表明,机构投资者已经能够作为一种公司治理的机制参与到公司治理中,并对公司的经营运作发挥监督作用。     

股权多元化、公司业绩与行业竞争性

以相对净资产收益率和主营业务利润率为被解释变量 ,以股权构成为解释变量 ,本文系统考察了股权结构对上市公司业绩的影响。在对行业、公司规模和宏观经济条件等因素加以控制后 ,使用来自电子电器、商业和公用事业三个行业上市公司的数据 ,我们的回归分析和假设检验表明法人股和流通股对企业业绩有正面影响、国有股有负面影响的预期只在竞争性较强的电子电器行业成立 ,在竞争性相对较弱的其他两个行业则不成立。这一研究发现的政策含义在于 ,为了使通过上市实现国有企业股权结构多元化的政策发挥所期望的作用 ,首先应尽量提高行业的竞争性。     

Ownership structure and diversification in a scenario of weak shareholder protection

This work examines the influences of ownership concentration and insider ownership on corporate strategies for diversification within a scenario characterized by poor protection of shareholder interests. We find evidence of a quadratic relationship between ownership concentration and diversification, and a cubic relationship between diversification and insider ownership. These results point towards the high probability of both expropriation and entrenchment phenomena, respectively, in this kind of scenario. We also find that concentrated ownership requires high levels of insider ownership, in order to prevent negative externalities of diversification. Another result shows that entrenchment externalities affect diversification before they erode firm value, which suggests that for low levels of diversification, firm value is still not negatively affected. Additionally, our results show that control mechanisms, such as debt, director remuneration and compliance with codes of good practice, are negatively related to the level of diversification. Overall, our results confirm the theoretical relevance of agency theory in explaining managerial attitudes towards corporate strategy, i.e. diversification. Furthermore, companies characterized by deficiencies in shareholder legal protection, concentrated ownership structures and a higher likelihood of managers being entrenched, should focus on the correct functioning of corporate governance mechanisms.     

INVESTMENT BEHAVIOUR,CORPORATE CONTROL,AND PRIVATE BENEFITS OF CONTROL: EVIDENCE FROM A SURVEY OF UKRAINIAN FIRMS

We analyse the impact of ownership and corporate control on firms’ investment using the 2001 survey of Yacoub et al. on Ukrainian firms. The model explains investment by output, financial and soft budget constraints, and corporate control (and ownership) categories potentially enjoying private benefits of control. We find that the corporate control model fits better than the ownership model, a negative relationship between state and employee control and firms’ investment, and evidence for the presence of soft budget constraints. A negative relationship between firms’ investment and the relative size of non‐monetary transactions strengthens the conclusion of private benefits of control impacting investment.     

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.     

Evolving corporate governance and the dividends behaviour regime in Japan

This study investigates empirically the implications which the changing ownership structure and control transfers in the Japanese corporate market may have for the dividend policy of listed firms. The results show that firms with more concentrated ownership may distribute fewer dividends, as ownership concentration reduces distribution pressure from the capital market. Moreover, we show that institutional shareholding, both financial and non-financial, enables corporations to pay lesser dividends and also that the unwinding of the cross-shareholdings allows for efficiency gain and provides impetus to pay higher dividends. The recent pattern of increasing individual shareholding, both of domestic and foreign private individuals, is consistently associated with a higher dividend payment. Furthermore, managerial ownership has negative effects on dividends payouts and is not associated with the earnings of firms. The results suggest that government ownership does not have any significant impact on the payment of dividends. Moreover, our results support the principle of the dividends relevancy and the choice of an appropriate dividends policy affects the value of the firm.     

金融衍生品使用与企业价值、风险:来自中国有色金属类上市公司的经验证据

本文基于企业使用金融衍生品的发展趋势,以中国有色金属类上市公司为样本,对上市公司使用金融衍生品是否有利于提升公司价值;使用金融衍生品究竟增加了企业的风险还是降低了企业的风险?企业价值和企业风险关系如何?对这些问题进行了实证检验。结果发现,公司使用金融衍生品提升了公司价值,但未必能提升经营业绩;合理运用金融衍生品在某种程度上能够降低公司的内生性风险,有利于企业价值提升,而系统性风险与企业价值之间不具有因果关系。本文研究结论对中国上市公司合理使用金融衍生品进行风险管理提供了有益的借鉴。