CORPORATE GOVERNANCE AND CAPITAL ACCUMULATION: FIRM-LEVEL EVIDENCE FROM ITALY

This study investigates the impact of investor protection on firm ownership and capital growth in a model where investor protection is allowed to vary between firms. Using panel data for Italy, we construct firm-level variables to capture the degree of investor protection, which is observable to all shareholders. Empirical evidence indicates that the stronger the investor protection the lower the fraction of equity that is owned by insiders. Results show that higher insider equity ownership is linked to larger risk premiums and higher costs of capital. Implications suggest that the magnitude of capital stock distortions is particularly important when shareholder protection is weak and ownership concentration is high.     

Does the market care about investor protection practices in China?

This study develops a scorecard with which to measure the investor protection practices of major listed firms in China during 2007–2010. We use time-series data to examine the relationship between the change in firm investor protection practices and market performance. Our results show that firms exhibiting improvements in investor protection practices manifest a subsequent increase in buy-and-hold abnormal returns. The results further indicate that the changes in the sub-index have different effects on a firm’s future performance. Shareholder rights to be rewarded seem to have the most significant and positive effect on a firm’s future performance for both local and international investors. Moreover, international investors pay attention to their rights to information. Our results provide evidence in support of the notion that the market does care about firm’s investor protection practices. The findings are robust to other measures of firm performance.     

Preplanned exit strategies in venture capital

This paper empirically considers the role of preplanned exits (the investor's initial strategy to sell the investee firm via an acquisition or an initial public offering (IPO) at the time of initial contract with the entrepreneur), legal conditions and investor versus investee bargaining power in the allocation of cash flow and control rights in entrepreneurial finance. We introduce a sample of 223 entrepreneurial investee firms financed by 35 venture capital funds in 11 continental European countries, and these data indicate the following. First, preplanned acquisition exits are associated with stronger investor veto and control rights, a greater probability that convertible securities will be used, and a lower probability that common equity will be used; the converse is observed for preplanned IPOs. Second, investors take fewer control and veto rights and use common equity in countries of German legal origin, relative to Socialist, Scandinavian, and French legal origin. Third, more experienced entrepreneurs are more likely to get financed with common equity and less likely to be financed with convertible preferred equity, while more experienced investors are more likely to use convertible preferred equity and less likely to use common equity.     

信息披露、透明度与资本成本

信息披露对公司权益资本成本影响的研究对上市公司与监管机构都有着非常深刻的意义 ,然而披露水平与权益资本成本之间的联系往往并不明确 ,特别是在发展中国家。本文运用 2 0 0 2年前在上海证券交易所上市的 51 6家公司数据 ,检验了上市公司权益资本成本与其自愿披露水平的关系。在控制了公司规模与财务风险变量之后 ,本文结论显示 :上市公司信息披露水平的提高有助于降低公司的权益资本成本     

Assessing bank equity risk under Legacy Loan Program

We study the effects of purchasing distressed loan on bank equity risk under the Legacy Loan Program (LLP), in which the government is in partnership with private investors. The bank may refuse LLP when its knock-out value is too low. When the bank decides to participate in the LLP, the participation of a private investor generates a decrease in bank interest margin and an increase in equity risk, but the knock-out value with the LLP assistance generates an increase in bank interest margin and a decrease in equity risk. Our results suggest that the success of LLP depends critically on the willingness of a weak bank to participate in it. However, the participation of a private investor in LLP does not decrease the weak bank’s equity risk but poses instability to the banking system.     

Taxes,institutions and foreign diversification opportunities

Investors can access foreign diversification opportunities through either foreign portfolio investment (FPI) or foreign direct investment (FDI). The worldwide tax regime employed by the US potentially distorts this choice by penalizing FDI, relative to FPI, in low-tax countries. On the other hand, weak investor protections in foreign countries may increase the value of control, creating an incentive to use FDI rather than FPI. By combining data on US outbound FPI and FDI, this paper analyzes whether the composition of US outbound capital flows reflects these incentives to bypass home and host country institutional regimes. The results suggest that the residual tax on US multinational firms' foreign earnings skews the composition of outbound capital flows — a 10% decrease in a foreign country's corporate tax rate increases US investors' equity FPI holdings by approximately 10%, controlling for effects on FDI. Investor protections also seem to shape portfolio choices, though these results are not robust when only within-country variation is employed.     

中小投资者法律保护与公司权益资本成本

本文以1993年至2001年之间我国证券市场进行股权再融资的上市公司为样本,采用时间序列分析方法深入考察我国证券市场不同历史阶段里中小投资者法律保护与公司权益资本成本关系的变化。研究结果表明,在我国证券市场发展的历史实践中,随着中小投资者法律保护措施的加强,上市公司的权益资本成本出现一个逐步递减的过程现象;在控制公司特征和宏观经济变量的情况下,中小投资者法律保护程度与上市公司的权益资本成本呈显著的负相关关系。     

Information-eliciting compensation schemes

This paper examines the implications of the ‘residence’ approach to taxing foreign source income such as employed by the United States. It is argued that, because the repatriation of earnings to the home country investor and not the earnings themselves are typically the source of tax liability, the foreign source income tax should affect foreign investment differently depending on the required transfers of funds within the firm.One implication of viewing the tax in this way is that in order to maximize after-tax profits, a firm should finance its foreign investment out of foreign earnings to the greatest extent possible. That is, a firm's required foreign return jumps at the point at which desired foreign investment just exhausts foreign earnings. This allows us to draw a distinction between ‘mature’ foreign operations, which are at any point in time financed at the margin by investing earnings (and perhaps also pay dividends to their parent firm in the home country), and ‘immature’ foreign affiliates, which rely on funding from their parents (and should not be paying dividends). It is noted that survey evidence on multinational firm behavior is consistent with this distinction. Direct investment data indicate that mature foreign operations probably account for nearly 90 percent of U.S. foreign direct investment.The discussion then turns to investment incentives. It is shown that the home country's rate of tax on foreign source income and the presence or absence of a foreign tax credit should be irrelevant to a mature foreign operations's investment and dividend decisions. This conclusion, which conflicts sharply with the conventional wisdom, follows because the home country tax acts as an unavoidable cost. New firms' investment decisions are, on the other hand, influenced by home country taxes.     

Do chairmen with China's Great Famine experience in early-life affect firm tax avoidance activities?

This article investigates whether and how chairmen with China's Great Famine experience affect firm tax avoidance activities. We find that the chairmen who experienced China's Great Famine in early-life engage in fewer tax avoidance activities than other chairmen. This effect is stronger for firms in regions with a weak gambling culture and provinces with higher political uncertainty, nonstate-owned firms, and chairmen with higher education. We show that a lower-level risk appetite among chairmen is the primary mechanism driving lower tax avoidance in their firms. Our article provides new insights into the differences in tax avoidance between firms based on whether managers experienced the Great Famine.     

Regulatory quality,financial integration and equity cost of capital

We study the impact of international financial integration on firm‐level equity cost of capital in the presence of regulatory differences. International financial integration reduces the domestic cost of capital in the presence of well‐defined regulations that make it easier for foreign firms to overcome information asymmetry. We study this relationship for 55 countries for the period 2002 to 2014. Using multilevel mixed estimations, we find a negative relationship between cost of capital and both financial openness and regulatory quality. However, economies with better regulatory quality have a positive relationship between financial openness and cost of capital. Our results inform policy on the cost of higher level of regulations on firms’ equity cost of capital, especially when an economy has a high level of financial openness.     

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.     

A theory of firm decline

We study the problem of an investor that buys an equity stake in an entrepreneurial venture, under the assumption that the former cannot monitor the latter's operations. The dynamics implied by the optimal incentive scheme is rich and quite different from that induced by other models of repeated moral hazard. In particular, our framework generates a rationale for firm decline. As young firms accumulate capital, the claims of both investor (outside equity) and entrepreneur (inside equity) increase. At some juncture, however, even as the latter continues to grow, invested capital and firm value start declining and so does the value of outside equity. The reason is that incentive provision is costlier the wealthier the entrepreneur (the greater is inside equity). In turn, this leads to a decline in the constrained-efficient level of effort and therefore to a drop in the return to investment.     

How does ownership structure affect capital structure and firm value?Recent evidence from East Asia1

The present paper examines the effects of ownership structures on capital structure and firm valuation. It argues that the effects of separation of control from cash flow rights on capital structure and firm value also depend on the separation of control from management as well as on legal rules and enforcement defining investors’ protection. We obtain firm‐level panel data (three stage least squares, 3SLS) estimates from four of the East Asian countries worst affected by the last crisis. There is evidence that the general wisdom that higher control than cash flow rights may lower firm value may be reversed among owner‐managed family firms in the sample countries.     

Global capital markets,direct taxation and the redistribution of income

Standard fiscal theory suggests that taxation should be heaviest on the least mobile factors of production – for both efficiency and revenue reasons. A shift in tax burdens from capital to labour as economies become globally integrated is thus justified. This theoretical tradition (founded by Ramsay and continued by Mirrlees and Lucas) assumes by construction that profit taxes reduce investment and growth; and while sensitive to inter-generational equity, sidesteps the issue of income distribution within generations. In contrast, starting from Keynes’ critique of these assumptions and building on modern endogenous growth models, it can be shown that profit taxation is not necessarily injurious to productive investment. In practice, moreover, the effect of globalisation has not been to reduce tax rates on capital, but rather to erode the tax base itself (i.e. ‘tax evasion’). Improved information exchange between tax authorities, which is now being driven by fiscal insolvency in developed countries, would allow tax incidence to be shifted so as to improve income distribution within OECD countries. Such cooperation could also permit the replacement of the current discretionary system of fiscal transfers from rich to poor countries (‘development aid’) by equitable sharing of global capital tax revenue.     

Cross-border tax effects on affiliate investment—Evidence from European multinationals

Recent studies suggest that multinational firm activities at home and abroad are positively correlated which may be due to the use of common inputs (like marketing, patents, etc.). Then, a cost shock at one location may lead to reduced activity in all other locations within the firm. In this paper, we theoretically and empirically analyze national corporate tax policy in such a setting. Our main hypothesis is that corporate taxation at the parent location not only reduces the parent's capital stock but also lowers capital stocks at affiliates abroad. Using micro data on European multinational firms, we confirm the hypothesis showing that a 10 percentage point increase in corporate tax rates is associated with a 5.6% decrease in the affiliate's capital stock. From a welfare point of view, this cross-border tax effect on the capital stock gives rise to a negative fiscal externality of corporate taxation which is empirically shown to compensate a substantial fraction of the well-known positive externality due to profit shifting.     

投资者关系管理与股权融资成本——来自公司网站投资者关系管理的实证发现

文章以沪市2004年、2005年A股上市公司为研究样本,从信息披露与战略管理两个角度分析上市公司投资者关系管理对企业股权融资成本的影响,结果发现上市公司网站投资者关系指数(IIRI)与股权融资成本显著负相关,进一步检验交流信息质量指标对企业股权融资成本的影响,也发现同样的结果。这表明投资者关系管理活动,特别是加强与投资者之间的战略沟通确实能够起到降低股权融资成本的作用,从而为上市公司主动进行投资者关系管理、监管者推动投资者关系管理活动提供了证据支持。     

Institutional investors and opportunistic seasoned equity offerings in the Korean stock market

This study examines the impact of institutional monitoring on opportunistic seasoned equity offerings (SEOs) in the Korean stock market. With a firm’s accrual quality as a measurement for the degree of information asymmetry between managers and investors, we hypothesize that the managers of firms with poor accrual quality are likely to engage in opportunistic SEOs, but such opportunistic activity is weak in firms strongly monitored by institutional investors. The empirical findings indicate that opportunistic SEOs tend to be deterred by institutional monitoring.     

投资者关系管理对资本市场可见度的影响

本文以深圳证券交易所2005年上市公司为研究对象,分析影响资本市场可见度的公司结构性特征和制度性特征两类因素,考察投资者关系管理对这两类因素可见度效应的调节作用,研究发现上市公司投资者关系管理水平对公司的市场价值特征和股权结构、董事会等制度性特征的调节作用明显,可以显著提高资本市场可见度。上市公司应重视投资者关系管理等自主性治理活动的开展。     

After‐tax Valuation of Convertible Bonds and Participation Exemption

This paper studies the after‐tax valuation of convertible bonds in the light of Europe's participation exemption (PEX) rules and International Financial Reporting Standards (IFRS). The focus is on Italy's representative case. PEX rules exempt from company taxation capital gains realized by companies selling stocks. PEX rules raise the value of convertibles as investor companies can strategically convert the bond into stock to enjoy PEX. Historical cost‐based national accounting standards imply taxation upon realization and valuable tax timing options (TTOs). ‘Fair value’ based IFRS entail mark‐to‐market taxation, which ‘kills’ TTOs, but investor companies can convert the bond early in order to enjoy PEX. Early conversion can be valuable.     

市场时机效应难以对资本结构产生持久性影响的原因——基于债务成本视角的实证研究

提出投资者情绪影响资本结构选择的一条渠道,即价格偏离会造成企业债权人预期变化,进而影响债务成本、融资约束,最终改变经理人的融资决策。应用我国上市公司1999—2008年的财务数据进行横截面实证检验。结果表明:市场情绪在很大程度影响上市公司的债务融资成本;在投资者非理性假设下,考虑市场情绪对债务成本的影响并结合市场时机理论才能解释上市公司的长期资本结构选择的经验数据。