股权结构、动态内生性与公司代理成本

本文以716家上市公司为样本,在动态内生性的框架下,运用动态面板的系统GMM估计方法,同时考虑了三种内生性,以动态性的视角,不仅研究了当期股权结构对当期代理成本的影响,还研究了股权结构与代理成本间的跨时期相互作用。通过研究,我们发现：（1）不仅当期股权结构对当期代理成本有影响,而且前期股权结构也对当期代理成本有影响,股权结构对代理成本的影响有持续期;（2）前期代理成本对当期股权结构有反馈效应;（3）股权结构与代理成本间存在动态内生性。     

Stock Repurchase and Agency Problems: New Evidence in Taiwan's Stock Market

This paper explores stock repurchase and agency issues in an emerging market with special regulations. Using match samples, agency-related variables are investigated for pre- and postannouncement periods. Our empirical evidence demonstrates that stock repurchase is related to agency cost mitigation. Agency problems are also significantly related to the preannouncement undervaluation of stock repurchase, after controlling for the effects of growth opportunity and asymmetric information. Finally, a company with a higher ratio of expected repurchase or higher agency costs normally enjoys better market response upon announcement.     

Ownership structure and dividend policy: Evidence from Italian firms

Abstract

This paper reports on empirical investigations into the relationship between dividend policy and ownership structure of firms, using a sample of 139 listed Italian companies. Ownership structure in Italy is highly concentrated and hence the relevant agency problem to analyse seems to be the one that arises from the conflicting interests of large shareholders and minority shareholders. This paper therefore attempts to test the rent extraction hypothesis by relating the firm’s dividend payout ratio to various ownership variables, which measure the degree of concentration in terms of the voting rights of large shareholders. The hypothesis that other non-controlling large shareholders may have incentives to monitor the largest shareholder is also tested. The results of the empirical analysis reveal that firms make lower dividend payouts as the voting rights of the largest shareholder increase. Results also suggest that the presence of agreements among large shareholders might explain the limited monitoring power of other ‘strong’ non-controlling shareholders.     

Internal Funds Allocation and the Ownership Structure: Evidence from Korean Business Groups

We examine the relationship between the controlling shareholder’s cash flow rights and the funds transfer in the internal capital market within Korean business groups (chaebols) during the period from 1998 to 2001. We find that the funds allocation in the firms where controlling shareholders have high cash flow rights is better aligned with the investment opportunities and therefore, more efficient than in the firms where they have low cash flow rights. This effect is stronger when they have controlling powers large enough to expropriate minority shareholders. However, during the financial crisis period, funds simply move toward the firms where controlling shareholders have high cash flow rights. The results evidence the tunneling behavior in the internal capital market within a chaebol that the ownership structure distorts the allocation of internal funds in such a way as to benefit the controlling shareholders.JEL Classification: G31, G30     

优化股权结构:完善上市公司治理结构的突破口

从公司治理结构产生的历史和逻辑来看 ,股权结构和公司治理结构有渊源关系。股权结构是公司治理结构的基础 ,它决定了公司治理的形式和模式。本文对 94 4家上市公司的股权结构进行全面的统计分析 ,并结合各类持股主体的行为特征 ,得出我国公司内、外部治理机制都不能有效发挥作用的结论 ,作者提出了优化我国股权结构进而完善上市公司治理结构的政策建议。     

The Interrelationship Between Managerial Ownership and Board Structure

Abstract:  The paper tests the hypothesis that high managerial ownership entrenches managers by allowing the CEO to create a board that is unlikely to monitor. The results show a strong negative relationship between the level of managerial ownership and corporate governance factors, such as, the split of the roles of the CEO and the Chairman, the proportion of non-executive directors, and the appointment of a non-executive director as a Chairman. I also find that companies with low managerial ownership are more likely to change their board structure to comply with the Cadbury (1992) recommendations. The results suggest that managers, through their high ownership, choose a board that is unlikely to monitor. Overall, the findings cast doubt on the effectiveness of the board as an internal corporate governance mechanism when managerial ownership is high.     

Governance Mechanisms and Ownership in an Emerging Market: The Case of Turkish Banks

This study investigates the relations of board structure, ownership concentration, and ownership type with the performance of banks operating in Turkey from an agency theory and resource-dependency perspective. We use financial ratios and established measures of board characteristics and ownership structure. Our results indicate that board size and duality do not significantly influence the returns on assets of Turkish banks. On the other hand, the tenure of board members is negatively related to performance. Our analysis of board composition reveals a curvilinear relationship with banks' performance, implying that boards composed of a majority of either insiders or outsiders enjoy high performance. Also, ownership concentration and ownership type do not influence firm performance. The results of the financial variables are robust in all models.     

Ownership Structure and Dividend Preference

Most Chinese listed companies have been transformed from state-owned enterprises; the resulting institutional transformation is characterized by the emergence of highly concentrated ownership and state-owned shares, which may exert an influence on corporate finance. We examine the relationship between ownership structure and cash dividend preference and then reexamine the same relationship with different levels of growth opportunities. The results reveal a positive relationship between cash dividend preference and state ownership, but the same relationship exists only in firms facing lower levels of investment opportunity. However, the ratio of employee shares and tradable shares correlates significantly and negatively with cash dividend preference.     

Agency, Bid Resistance and the Market for Corporate Control

In this paper we investigate the effects of post-bid defence activity for a sample of takeover bids in the UK. We find that most of the defences investigated promote the interests of target managers by significantly lowering the probability of bid success. We also find that most of the defences promote the interests of shareholders by increasing wealth gains by an amount that varies between 9% and 14%. These results suggest that bid resistance is to the mutual benefit of the managers and shareholders of target firms. This conclusion is in line with recent developments in agency theory.     

Ownership Structure and Accounting Method Choice: A Study of European Real Estate Companies

Companies can under IAS 40 Investment Properties choose between the fair value and the cost models. The fair value model arguably results in more relevant information but is also more costly to use. Based on studies suggesting that financial reports are a more important medium for communication with investors if ownership is dispersed, we hypothesize that the use of the fair value model is positively associated with ownership dispersion. We study European Real Estate firms and find support for this prediction. We also find a positive association between trade of shares and ownership dispersion, supporting the view that financial statements are less important if ownership concentration is high. Finally, we examine whether the choice depends on the identity of large owners. Companies with a financial company as the largest owner are somewhat more likely to choose the fair value model. Overall, the results indicate that accounting rules facilitating optional accounting policies have benefits.     

Ownership Structure and IPO Underpricing

Abstract:   Stoughton and Zechner (1998) and Brennan and Franks (1997) argue that underpricing can be employed to determine post IPO ownership structure, and thereby to influence monitoring and/or control of the company post issue. This paper employs unique data relating to shareholdings of firms listing on the London Stock Exchange, and provides compelling evidence that IPO underpricing does not arise from efforts to determine the ownership structure of the post IPO firm. It is suggested that research is directed elsewhere to find an answer to the underpricing phenomenon, and for means other than IPO underpricing to affect post IPO ownership structure.     

Separation of Ownership from Control and Acquiring Firm Performance: The Case of Family Ownership in Canada

Abstract:   This study investigates the relationship between ownership structure and acquiring firm performance. A large proportion of Canadian public companies have controlling shareholders (families) that often exercise control over voting rights while holding a small fraction of the cash flow rights. This is achieved through the concurrent use of dual class voting shares and stock pyramids. Many suggest that these ownership structures involve larger agency costs than those imposed by dispersed ownership structures and that they distort corporate decisions with respect to investment choices such as acquisitions. We find that average acquiring firm announcement period abnormal returns for our sample of 327 Canadian transactions are positive over the 1998–2002 period. Cash deals, acquisitions of unlisted targets and cross‐border deals have a positive impact on value creation. Governance mechanisms (outside block‐holders, unrelated directors and small board size) also have a positive influence on the acquiring firm performance. Further, the positive abnormal returns are greater for family firms. We do not find that separation of ownership and control has a negative impact on performance. These results suggest that, contrary to other jurisdictions offering poor minority shareholder protection or poor corporate governance, separation of control and ownership is not viewed as leading to value destroying mergers and acquisitions, i.e., market participants do not perceive families as using M&A to obtain private benefits at the expense of minority shareholders. We do find a non‐monotonic relationship between ownership level and acquiring firm abnormal returns. Ownership of a majority of the cash flow rights has a negative impact on announcement returns. This is consistent with the view that large shareholders may undertake less risky projects as their wealth invested in the firm increases.     

The Impact of Ownership Structure on the Structure of Compensation Committees

The practice of appointing insiders to the compensation committee has drawn considerable criticism since compensation committees play an important role in executive compensation decisions. This paper examines the association between the firm's ownership structure and the decision to use insiders on the compensation committee. The paper finds that CEO stock ownership is positively related to the presence of insiders on the compensation committee whereas the stockholdings of non-executive employees, as a group, is negatively related to the presence of insiders.     

推进代办股份转让市场的发展 加快多层次资本市场体系建设

我国代办股份转让市场存在的主要问题有信息披露系统存在安全隐患、监管系统存在漏洞、系统内部信息交流繁琐等。因此,发展我国代办股份转让市场应做好以下几方面工作:明确建立交易制度;加强信息系统建设;进一步扩大代办股份转让市场规模等。     

CEO Ownership and Discretionary Investments

Abstract:  This study investigates empirically the relationship between CEO ownership and discretionary investments such as R&D and capital expenditures. We assert that the under-investment problem is high for R&D-intensive projects, while the over-investment problem is high for capital expenditures because of differences in risk between the two types of investments. Building on the linkages between investments and investment-related agency problems, we hypothesize that the relationship between CEO ownership and investments depends on whether increasing ownership mitigates or exacerbates the under- or over-investment problem. We find a non-linear association between CEO stock ownership and R&D investments; R&D investments increase and then decline across increasing levels of ownership. Further, we find that R&D investments and CEO stock options are positively associated at high levels of option holdings. In contrast, capital expenditures do not vary with CEO ownership (stock or options). Finally, consistent with our underlying assumption, we find that the influence of R&D investments on future firm risk is significantly larger than that of capital expenditures. Our findings indicate that managerial risk aversion affects discretionary investments.     

Ownership Structure and Control: Property-Casualty Insurer Conversion to Stock Charter

We examine 98 property-casualty insurance companies that convert to stock charter from a mutual or reciprocal form of organization. Our evidence shows converting firms have low surplus, significant growth in premium income, and draw down on their non-financial assets in years prior to conversion. Following conversion there is significant growth in assets and the number of States licensed. We also show by examining evidence on the riskiness of firms' operations that converting companies began operating like stock companies prior to conversion. Thus, our evidence suggests there can be important costs associated with the operation of a mutual or reciprocal insurance company. These costs can include the opportunity costs associated with foregone investments arising because of higher incremental capital costs inherent in the mutual or reciprocal forms of ownership. There also is a cost disadvantage if a mutual or reciprocal is operating in activities more appropriate for the stock ownership form. These costs can in particular circumstances offset the advantage mutual ownership affords in controlling incentives to transfer wealth from policyholders to equityholders.     

Ownership Differences and Firms' Income Smoothing Behavior

This paper examines the association between differences in ownership structure and income smoothing behavior in firms. The underlying constructs affecting this association include agency relationships, managerial incentives, information asymmetry, and firm profitability. A logistic regression model is used to test the association between income smoothing and variables related to inside ownership, institutional holdings, leverage, managerial compensation, profitability, and firm size. The evidence suggests that ownership differences, managers' incentive structures, and firm profitability are important in explaining income smoothing behavior in firms. By separating inside ownership and levels of debt into different levels, we are able to show the existence of a non-monotonic relationship between ownership differences and firms' income smoothing behavior.     

对国有银行股改中的股权结构的缺陷分析及优化模式的探讨

本文从作为国有银行股改试点的中行和建行的现有股权结构出发,分析了现有股权结构对其公司治理的不利影响,进而引出了优化股权结构、引进战略投资者的几种方式,并重点讨论了如何以金股方式引进境外战略投资者.     

The Value-relevance of Earnings and Book Value, Ownership Structure, and Business Group Affiliation: Evidence From Korean Business Groups

Abstract:  We investigate the quality of two primary accounting summary measures, i.e., earnings and book value, provided by firms belonging to Korean business groups (chaebols). We find that the value-relevance of earnings and book value is significantly smaller for firms affiliated with business groups. We also find that cross-equity ownership (a proxy for the agency problem between controlling and minority shareholders) negatively affects value-relevance, while foreign equity ownership (a proxy for the monitoring effect) positively affects value-relevance. This evidence is consistent with the view that the poor quality of earnings and book value provided by chaebol-affiliated firms is due to the inherently poor governance structure of chaebols.