Is there useful information in the ‘use of proceeds’ disclosures in IPO prospectuses?

This study contributes evidence on the valuation relevance of the ‘use of proceeds’ disclosure in the initial public offering (IPO) prospectus. This article develops a classification of ‘use of proceeds’ disclosures that aims to capture information embedded in the disclosures relating to the purpose (growth, production, financing) and amount committed to specific assets. These measures are then related to IPO underpricing, survival prediction and expected and realised prospects of the IPOs. The results suggest the ‘use of proceeds’ disclosure categories have incremental information over other sources of information for underpricing, for predicting firm survival and in the case of some disclosure categories, for investors’ evaluation of the firms’ prospects and risks in the early years after listing.     

Competition in Electricity Supply: Will ‘1998’ Be Worth It?

Starting in 1998, the electricity market in England and Wales will be opened up to full competition, and all consumers will be allowed to choose their electricity supplier. This promises to result in lower prices, but there will be additional transactions costs exceeding £100 million a year for the first five years. Relative to a counterfactual without competition, there are likely to be large transfers from electricity companies (and the coal industry) to consumers, but the companies lose more than consumers gain. This conclusion might be reversed if competitive pressure leads to significant additional cost savings in the future. JEL classification: L94     

Accountability and Transparency in English Local Government: Moving from ‘Matching Parts’ to ‘Awkward Couple’?

Although excessive transparency and accountability demands can have a counterproductive effect on organisational performance (Bovens, 2005), longstanding hierarchical accountability structures to ensure financial conformance in English local government continue to endure. Interestingly however, the previously top‐down regime for performance accountability in English local government has been replaced by bottom‐up mechanisms such as greater transparency and a more open market for public services. Using the framework developed by Hood (2010), this paper will show how such reforms mean that transparency and accountability are moving from being ‘matching parts’ to an ‘awkward couple’, and how this has significant implications for public services.     

Borrowing to Finance Public Investment? The ‘Golden Rule of Public Finance’ Reconsidered in an Endogenous Growth Setting*

In this paper, we look for long‐run and short‐run effects of fiscal deficits on economic growth and welfare in a standard endogenous growth model. We show that, under very general hypotheses, the ‘golden rule of public finance’, which allows a government to run public‐investment‐oriented fiscal deficits, leads to a lower balanced‐growth path in the long run, and eventually in the short run, compared with balanced‐budget rules. Welfare effects are more difficult to assess, and depend on the form of the utility function. Our model shows that debt rules such as the golden rule may improve (if the consumption elasticity of substitution is ‘low’) or weaken (if the consumption elasticity of substitution is ‘high’) intertemporal welfare. Consequently, a balanced‐budget rule does not necessarily dominate debt rules from the point of view of welfare, while it does from the point of view of long‐run economic growth.     

How do ‘busy’ and ‘overlap’ directors relate to CEO pay structure and incentives?

We examine how CEO compensation is affected by the presence of busy and overlap directors. We find that CEOs at firms with more busy directors receive greater total pay, fixed salary and equity‐linked pay and exhibit higher pay‐performance (delta) and pay‐risk (vega) sensitivities. Our results also suggest that CEOs at firms with more overlap directors take smaller total pay and equity‐linked pay and reveal lower delta and vega. We further show that the impact of busy and overlap directors on CEO pay is more visible for firms with less complexity and low information acquisition cost.     

Company duplication – plain fraud or a ‘poor man's’ bankruptcy? A case study in the financial distress of small businesses

Two possible solutions to corporate financial distress are traditionally considered: commencing a formal bankruptcy proceeding or arranging an out‐of‐court capital restructuring. Corporate bankruptcy scholarship has largely ignored a third solution occasionally undertaken by small businesses, that is, resorting to self‐help measures. The purpose of this paper is to start filling the gap using a unique case study. The paper describes and analyses an existing phenomenon among small firms in Israel experiencing financial distress – company duplication. A typical scenario unfolds as follows. An entrepreneur who controls the financially distressed Company A registers a new Company B in an attempt to avoid a complete shutdown of her creditors' disturbed business. The assets of Company A are transferred to Company B in what appears to be fraudulent conveyance. Company B serves as a vehicle through which the original business is kept running. If necessary, the entrepreneur will also register Company C and repeat the process. Israeli law regulates company duplication in an ambivalent manner. On the one hand, conventional wisdom considers company duplication to be tantamount to fraud against Company A's unaware creditors. Accordingly, company duplication has been recently denounced by the Israeli Supreme Court as an illegitimate way of conducting business. The Court held that notwithstanding the principle of limited liability, an entrepreneur resorting to company duplication is personally liable to pay any debt of Company A that was not serviced by it. On the other hand, company duplicators do not face criminal charges. To the extent that company duplication is practiced by insolvent entrepreneurs, deterrence is therefore suboptimal, as insolvent duplicators are not sanctioned at all. Against this backdrop, this paper advances two normative arguments. First, a more sympathetic explanation should be considered to account for company duplication. An entrepreneur resorting to company duplication might actually be arranging for a ‘home‐made’ bankruptcy proceeding (i.e. buying time which could help the business establish its viability and regenerate). According to this narrative, the duplication mimics the role of a formal bankruptcy stay on unsecured creditors' collection efforts, thus suggesting that company duplication serves as ‘a poor man's’ bankruptcy proceeding. Second, this new explanation of company duplication, combined with the current level of suboptimal deterrence, mandates a re‐evaluation of this business pattern to assess its relative efficacy. I argue that at least in the Israeli context because of its special features, company duplication should be tolerated with regard to small businesses, assuming that the entrepreneur is not defrauding creditors or attempting to rescue a business that has failed due to economic rather than merely financial factors. To that end, company duplicators should be held personally liable to debts of the duplicated companies and be pursued with criminal sanctions only selectively, as explained in the paper. Copyright © 2011 John Wiley & Sons, Ltd.     

Discussion of ‘Strange bedfellows? Voluntary CSR disclosure and politics’

This article discusses the paper by Griffin and Sun (2013). Griffin and Sun (2013) investigate (i) the association between the company individuals and stakeholders political interests and the intensity of voluntary corporate social responsibility (CSR) disclosures, and (ii) investors response to these CSR disclosures. This discussion focuses on issues relating to five key areas of Griffin and Sun (2013), namely, the relationship between political interests and CSR disclosure intensity, the relationship between political interests and investors reactions to CSR disclosure, the political interest proxies employed, sample selection and the empirical analyses.     

Time dollars, work and community: from ‘why?' to ‘why not?'

Conventional notions of work and economics are failing our communities. We need to rethink how we can provide a chance for every member of society to secure work and have a minimally decent standard of living. This essay describes an innovative strategy that generates social capital by using a system of bartering time. Time Dollars schemes transform jobless individuals in communities from a burden into assets. People earn Time Dollars by helping others and then use them to buy essential services, purchase goods, and thus play an invaluable part in building and strengthening community. By freeing communities to ask ‘Why not?', Time Dollars mobilise human resources in a host of beneficial ways and open up a whole variety of hitherto unimagined possibilities.     

Commentary: Has Australia (or Any Other Jurisdiction) ‘Adopted’ IFRS?1

This paper replies to a statement made in this journal that ‘Australia definitely adopts IFRSs’. We analyse and compare the several methods that jurisdictions can use to implement International Financial Reporting Standards (IFRS). These include adopting the International Accounting Standards Board's (IASB) process of setting standards, as well as various forms of standard‐by‐standard implementation. We conclude that the Australian method of implementation is different in major ways from those used in such countries as Israel and South Africa, which involve adopting the IASB's process. By contrast, Australia follows a multi‐step process of enrolling each new standard into a category still entitled ‘Australian Accounting Standards’. To refer to the Australian method as ‘adoption’ of IFRS might therefore mislead, even though Australian companies eventually comply with IFRS.     

Do ‘Good Governance’ Codes Enhance Financial Accountability? Evidence from Managerial Pay in Dutch Charities

This paper examines the initial impact of a ‘good governance’ code for charitable organisations that was promulgated in the Netherlands in 2005. Data are gathered from publicly available annual reports of 138 charities in the post‐implementation phase of the code (2005–2008). We first examine whether the code altered charities’ governance structures. Next, we investigate managerial pay as a key aspect of discharging financial accountability because prior literature focused on ‘excessive’ compensation. The findings indicate that a strengthened governance structure positively affects the likelihood of disclosing information concerning managerial pay, as well as mitigating managerial pay level.     

The ‘perfect storm’ of REACH: charting regulatory controversy in the age of information,sustainable development,and globalization

The European Union's new chemicals regulation, REACH, has been one of the most controversial pieces of legislation in EU history. Indeed, the debate over REACH is akin to a ‘perfect storm’ in that the intense controversy over it has been caused by three regulatory aspects of the regime. First, REACH privatizes information collection, provision and assessment. Second, REACH represents a significant application of sustainable development and in so doing, redefines the conditions on which the EU chemicals market operates. Third, REACH will inevitably have inter‐jurisdictional impacts for both supranational and national legal cultures including trade law implications, REACH being a template for international initiatives, it being a policy/legal irritant in other jurisdictions, and it providing information for public and private action in other jurisdictions. A charting of these different aspects of the regime not only provides a more nuanced account of REACH but also provides a clearer understanding of the challenges of regulating environmental and health risks in an era of market globalization.     

Material Misstatement of What? A Comment on Smieliauskas et al., ‘A Proposal to Replace “True and Fair View” with “Acceptable Risk of Material Misstatement” ’

This comment explores theoretical and practical aspects of the Smieliauskas et al. (2008 ), ‘A Proposal to Replace “True and Fair View” With “Acceptable Risk of Material Misstatement”, and develops the ideas outlined there. It is argued that these proposals are helpful, but theoretically incomplete. Theoretical developments relating to accounting aspects are offered, and proposed for others to take further. The pragmatic implications suggest difficulties in the operationalization of the ideas of the original paper in a world of multiple and inconsistent user needs.     

Does the requirement of an engagement partner signature improve financial analysts’ information environment in the United Kingdom?

I investigate the effect of requiring the audit engagement partner (EP) to sign the audit report on financial analysts’ information environment in the United Kingdom (U.K.). To control for the effect of confounding concurrent events, I use a control sample of firms listed in France, Germany, and the Netherlands that had already implemented the EP signature requirement at least 2 years prior to the adoption date in the U.K. I find that, relative to this control sample, U.K. firms experienced a significant increase in analyst following and a significant decrease in analysts’ absolute forecast errors and forecast dispersion from a 2-year pre- to 2-year post-signature period. The results are robust to a battery of sensitivity tests such as varying both pre- and post-signature windows and using different measurements of outcome variables. In general, my findings indicate that adopting the EP signature requirement leads to the improvement in analysts’ information environment in the U.K., and this improvement is partially influenced by an improvement in audit quality. These results provide timely ex-ante empirical evidence to the ongoing debate over whether passing a similar requirement in the U.S., proposed by the Public Company Accounting Oversight Board, benefits investors and other financial statement users.     

Business risk auditing: A regressive evolution?—A research note

Business risk auditing (BRA) has been much publicised as revolutionary. The essence of the phenomenon, and the actual impact on practice, however, are unclear. This note revisits some pre-BRA interview evidence investigating auditor engagement with business risk. The evidence suggests that, pre-BRA, big-six auditors were already familiar with concepts of business risk although they were uncertain as to how precisely business risk informed the audit process. This suggests that BRA was evolutionary, rather than revolutionary, change and that the engagement of recent international standards with business risk is not significantly different from that of big-six auditors pre-BRA. The BRA era in audit methodology might be conceptualized as one of regressive evolution.     

Discussion of ‘Is the objectivity of internal audit compromised when the internal audit function is a management training ground?’

This article provides a critique of the Rose, Rose, and Norman (2013) article. It focuses on four issues: (i) whether institutional details have been appropriately captured; (ii) whether experiments are an appropriate method to answer the authors' research question; (iii) whether the authors' hypotheses should predict an interaction; and (iv) whether the authors have relied on the appropriate theory.