Politically connected independent directors and corporate fraud in China

This study investigates the effect of politically connected independent directors on a firm's likelihood of committing fraud in China. We classify the political backgrounds of independent directors into three categories based on their employment histories: local background, central background, and local and central background. Using corporate fraud data from 2000 to 2014, we find that independent directors with local political backgrounds significantly reduce the likelihood of a firm committing fraud. Further analysis shows that locally connected independent directors are more likely to have both employment experience in regulatory agencies and financial/accounting/law expertise.     

Politically connected boards,value or cost: evidence from a natural experiment in China

This study investigates the net effect of a politically connected board for a firm. Using a natural experiment in China – a regulatory change to forbid bureaucrats from sitting on the board of public firms – we address the causality of the net effect of a politically connected board by testing the market reaction of the shares of firm targeted by the regulatory change to the policy announcement. The stocks of firms with politically connected directors who are targeted by the regulatory change show on average a significantly positive abnormal return, which suggests that the agency cost effect of a politically connected director dominates the value effect. The result is robust to various model settings and to a matched sample using the propensity score methodology. Additionally, the announcement effect of the resignation of a politically connected director is significantly positive, and significantly higher than that of a non‐connected director. Overall, our results suggest that the agency cost effect of a politically connected director dominates the value effect.     

Concurrent independent directors in the same industry and accounting information comparability

Using a sample of Chinese A-share listed companies during the 2008–2019 period, we explore the impact of concurrent independent directors in the same industry (hereafter CIDSI) on accounting information comparability. We find that CIDSI can effectively promote accounting information comparability and that this effect is realized mainly through inhibiting earnings management. We also find that CIDSI can provide broader industry perception of the company’s board reports. Variations in concurrent companies and internal and external environments have significant moderating effects on the relationship between CIDSI and accounting information comparability. This relationship contributes to reducing audit fees and the possibility of receiving non-standard unqualified audit opinions. Our findings have implications for companies by demonstrating the importance of recruiting independent directors.     

Independent technical directors and their effect on corporate innovation in China

As outside advisors, independent directors serve as both consultants and monitors. Based on empirical studies of corporate innovation and independent directors, we used data from listed firms in China from 2007 to 2017 to examine the effect of hiring independent technical directors on the board of directors. This study focused on a firm’s innovation performance and the extent to which this performance is influenced by the relevance of a director’s expertise to the activities of the firm. The results show that when the technical expertise of an independent director is relevant to the operational field of the firm, the firm should perform better in terms of innovation. This result is still significant when applying the two-stage instrumental variable method, showing a higher significance when using the exogenous event of the 2014 Wenfeng.plc case. Moreover, independent technical directors influence innovation primarily by encouraging firms to deepen their current field of research rather than expanding to other fields. Our findings can guide corporations to hire more relevant independent technical directors and can help the government design more accurate policies that promote innovation and entrepreneurship.     

论我国推行独立董事制度的必要性

在证券市场国际化的发展趋势中,推行独立董事制度成为不同法系国家改善公司治理结构的重要措施,作为一种“国际化标准”的点缀,独立董事制度有合理的存在空间,它对于通过境外资本市场融资的上市公司有着重要的意义。但应该看到,独立董事制度不是医治“公司治理结构”的“灵丹妙药”,因此,在完善我国公司治理结构的过程中,应当理性地对待这一“舶来品”,完善我国公司治理结构、维护中小股东权益,有赖于独立董事制度与其他法律制度的结合。     

The association between voluntary disclosure and corporate governance in the presence of severe agency conflicts

Agency conflicts between different types of investors are particularly severe in the presence of high family and block-holder ownership. By focusing on a setting characterised by high ownership concentration, we study the role of independent directors in promoting transparency through increased disclosure. In our tests, we use a sample of Spanish firms and, consistent with prior work, show that the presence of these directors is strongly associated with increased voluntary disclosure. Additionally, we find that when an executive director takes on Chair responsibilities the level of voluntary information is reduced, creating potential conflicts with the role of independent directors. Our results suggest that a strong legal framework holds firm-level clashes of interest in check. We conclude that this regulatory environment can create sufficient incentives to bring together the interests of minority and majority shareholders and guarantee an efficient monitoring role of independent directors. However, results suggest that other mechanisms should be reinforced in order to improve the role of governance control on agency relationships, particularly in the case of the concentration of Chair and executive responsibilities.     

Tracing back to the source: Understanding the corporate governance of boards of directors in Chinese SOEs

Based on the relevant theories of corporate governance and the special institutional background of Chinese state-owned enterprises (SOEs), this paper systematically reviews the literature on the independence and governance effect of SOE boards. We find that the governance effect of SOE boards is driven by the dual characteristics of SOEs: state involvement in ownership and market incentives. With the state involved in ownership, SOEs adhere to the leadership of the Communist Party of China (CPC), which results in an enhanced governance effect. Under market incentives, SOEs tend to have an optimal board structure that helps mitigate both the shareholder–management agency problem (Type I agency problem) and the controlling shareholder–minority shareholder agency problem (Type II agency problem). In terms of the governance effect of boards, directors appointed by non-controlling shareholders are effective in alleviating Type I and Type II agency problems, and this highlights the importance of mixed-ownership reforms in SOEs. Independent directors, especially those with a professional background, also play a role in improving corporate governance. However, independent directors in SOEs have relatively weak incentives to monitor, which limits their governance effect. This paper shows positive implications for promoting mixed-ownership reforms and improving board governance in SOEs.     

Political connections,auditor choice and corporate accounting transparency: evidence from private sector firms in China

This article investigates the way in which political connections impact auditor choice. Using a political connection index constructed based on the bureaucratic ranks of executive managers and board members in Chinese private sector firms, we find that for firms with weak political connections, the likelihood of hiring high‐quality auditors increases with the degree of political connectedness, while it decreases with political connectedness for firms with strong political connections. This inverse U‐shaped relationship is particularly pronounced for firms with ownership structures that intensify agency problems. Finally, we find that political connections and accounting transparency also have an inverse U‐shaped relationship.     

Political influence in hedge fund activism: Causal evidence from U.S. gubernatorial election

This study examines the causal impacts of political influence on hedge fund activism in an exogenous setting of U.S. gubernatorial election. Local incumbent politicians have incentives to protect local inefficient firms from being targeted by activists because activism could lead to divestment and local worker layoffs. And such incentives can become weaker in election years because political competition increases the incumbent politician’s accountability to broader groups of stakeholders. Consistent with this prediction, the likelihood of local firms being targeted by activists is shown to be significantly higher during election years. Moreover, the firm’s political connections mitigate the effects of election, suggesting that politicians still maintain protection to connected firms. Further cross-sectional tests show that the effects of election are stronger (1) for firms with lower labor intensity, severer problem of free cash flow and lower efficiency, and (2) when the political competition is fiercer. Additional tests reveal that hedge fund activism enhances the target firm’s operating performance and creates larger value for investors when it faces weaker political influence. To sum up, our findings suggest that political influence affects hedge fund activism and the activists strategically adjust the timing of initiating campaigns according to the changes of such influence.     

Board directors with foreign experience and stock price crash risk: Evidence from China

This study examines the impact of board directors with foreign experience (BDFEs) on stock price crash risk. We find that BDFEs help reduce crash risk. This association is robust to a series of robustness checks, including a firm fixed effects model, controlling for possibly omitted variables, and instrumental variable estimations. Moreover, we find that the negative association between BDFEs and crash risk is more pronounced for firms with more agency problems, weaker corporate governance, and less overall transparency. Our findings suggest that the characteristics of board directors matter in determining stock price crash risk.     

政府干预、政治关联与企业非效率投资——基于中国上市公司面板数据的实证研究

以2004~2009年间701家上市公司为样本,研究政府干预、政治关联对企业非效率投资行为的影响。研究发现:政府干预一方面会加剧有自由现金流量公司的过度投资,对国有企业过度投资的影响更为严重;另一方面可以有效地缓解融资约束企业的投资不足,尤其是国有企业的投资不足。这说明,出于自身的政策性负担或政治晋升目标,政府会损害或支持所控制的企业,这为政府"掠夺之手理论"和"支持之手理论"提供了实证支持。研究还发现,政治关联与过度投资和投资不足均负相关,这表明,政治关联可以作为法律保护的替代机制来保护企业产权免受政府损害,并为企业谋取利益。     

Corporate governance in banking: The role of the board of directors

We use a sample of large international commercial banks to test hypotheses on the dual role of boards of directors. We use a suitable econometric model (two step system estimator) to solve the well-known endogeneity problem in corporate governance literature, and demonstrate the empirical and theoretical superiority of system estimator over OLS and within estimators. We find an inverted U-shaped relation between bank performance and board size, and between the proportion of non-executive directors and performance. Our results show that bank board composition and size are related to directors’ ability to monitor and advise management, and that larger and not excessively independent boards might prove more efficient in monitoring and advising functions, and create more value. All of these relations hold after we control for the measure of performance, the weight of the banking industry in each country, bank ownership, and regulatory and institutional differences.     

Tunneling or propping: Evidence from connected transactions in China

Friedman et al. (2003) develop a model in which, in equilibrium, controlling shareholders may choose either tunneling or propping of their listed companies depending on the magnitude of an adverse shock and the magnitude of the private benefits of control. In this paper, we employ connected transaction data from China to test the implications of their model. We hypothesize that, when listed companies are financially healthy (in financial distress), their controlling shareholders are more likely to conduct connected transactions to tunnel (prop up) their listed companies and the market reacts unfavorably (favorably) to the announcement of these transactions. Our empirical findings strongly support our hypotheses. We also find that all of the transaction types in our sample can be used for tunneling or propping depending on different financial situations of the firms. Finally, political connection is negatively associated with the announcement effect. Overall, our analysis supports Friedman et al.'s (2003) model by furnishing clear evidence for propping and tunneling to occur in the same company but at different times.     

Tunneling,propping, and expropriation: evidence from connected party transactions in Hong Kong

We examine a sample of connected transactions between Hong Kong listed companies and their controlling shareholders. We address three questions: What types of connected transactions lead to expropriation of minority shareholders? Which firms are more likely to expropriate? Does the market anticipate the expropriation by firms? On average, firms announcing connected transactions earn significant negative excess returns, significantly lower than firms announcing similar arm's length transactions. We find limited evidence that firms undertaking connected transactions trade at discounted valuations prior to the expropriation, suggesting that investors cannot predict expropriation and revalue firms only when expropriation does occur.     

经营者股权激励与企业价值——基于内生性视角的理论分析与经验证据

本文首次从内生性视角研究中国上市企业经营者股权激励的影响因素及与企业价值相关性的问题。遵循内生性的研究思路,选取高科技上市企业2001—2004年均衡的平行数据为研究样本,通过研究发现:各种企业可观测特征和不可观测因素对经营者股权激励水平有显著影响。在此基础上,以托宾Q值表示企业价值时,我们发现,对高科技企业来说,即使考虑到内生性影响,经营者股权激励与企业价值之间仍然存在强烈的区间效应,即经营者股权激励水平与企业价值之间存在倒U型关系。大力加强经营者股权激励的程度,将有助于高科技企业价值的提升。     

Board interlocks and capital structure dynamics: evidence from China

Using a sample of Chinese A‐share listed companies from the Shanghai and Shenzhen stock exchanges from 2007 to 2016, this paper investigates the effects of director network centrality on the speed of capital structure adjustment. The results indicate that firms in the central position of the director network have a higher speed of capital structure adjustment and a lower extent of deviation from the target capital structure. This effect is mainly significant for non‐state‐owned enterprises (non‐SOEs). Collectively, the evidence shows the network of interlocked directors creating mechanisms for information and resource exchanges, which enhance the efficiency of corporate financing polices.     

Effects of appointing new independent directors who are professionally affiliated with their predecessors: Evidence from China

The roles played by independent directors (IDs) have been extensively documented, but the question of how they are appointed remains insufficiently explored. We found that the likelihood of IDs being appointed was higher when they were professionally affiliated with the departing IDs, and this effect was more pronounced when either the predecessor had a compliant voting record or held more directorships in other firms controlled by insiders in the focal firm. The appointment of affiliated IDs who colluded with insiders through predecessors is positively associated with fewer dissenting votes, more related-party transactions, and more severe violations. The effect was stronger for firms that had higher concentrated ownership and were located in areas with a weak institutional environment. Our research showed that predecessors with low independence helps establish a reciprocity norm between affiliated successors and insiders, leading to weak board monitoring.     

The value of political ties for firms experiencing enforcement actions: Evidence from China

We study the value of political ties for firms experiencing enforcement actions. We find that stronger corporate political ties alleviate the negative market shocks caused by enforcement action announcements of listed firms in China, and the relationship between political ties and market reaction is more pronounced for enforcement actions that signal loss of market credibility than for enforcement actions that signal loss of political ties and in regions with greater government intervention. We further find that firms with stronger political ties experience larger increases in long-term debt after enforcement actions, suggesting that it is the investors' expectation of government support to connected firms that mitigates the negative market reaction.     

Saving or tunnelling: value effects of tax avoidance in Chinese listed local government-controlled firms

This paper investigates the value effect of tax avoidance and its underlying mechanisms among Chinese listed local government-controlled (LG) firms. We show that tax avoidance does not promote firm value in LG firms with government ownership smaller than 40 percent and the above negative tunnelling effect is more pronounced when the control rights are concentrated in the local government and weaker when other large shareholders can act as a countervailing force. Finally, we observe a positive relation between tax avoidance and related-party transactions as well as overinvestment, again indicating a tunnelling effect in LG firms with government ownership smaller than 40 percent.     

Reward meritocracy or nepotism: The case of independent financial advisors appointed by Chinese listed companies

As independent financial advisors, securities firms are the core intermediaries in major asset reorganization (MAR) of listed companies. Furthermore, they play the dual roles of transaction and authentication. Based on this institutional background, this paper studies how listed companies choose between industry experience (“meritocracy”) and relationships (“nepotism”). Using the MAR of A-share listed companies from 2008 to 2013 as the sample, this paper shows that higher transaction costs (i.e., greater demand for the transaction function of advisors) are related to the higher possibility of advisors with weaker relationships and more industry experience being hired. It also shows that higher suspicion of tunneling (i.e., greater demand for the signal of fairness associated with advisors’ authentication function) is related to the higher possibility of advisors with weaker relationships being hired, but it is not significantly related to whether advisors have more or less industry experience. This paper also shows that reputation has a certain governance effect on the negative consequences of relationship. For the most part, listed companies reward meritocracy but not nepotism when appointing independent financial advisors.