The Court's Power of Discretionary Relief in Actions Against Auditors

Since 1929, successive Companies Acts have empowered the courts to relieve a company auditor, wholly or partly, from liability for negligence having regard to all the circumstances of the case and if the auditor has acted ‘honestly and reasonably’. This power is now contained within section 727 of the Companies Act 1985. By reference to decided cases in the UK and in those Commonwealth countries where similar legislation exists this article reviews the manner in which the courts have interpreted this section and explores the reasons why they have rarely, if ever, chosen to use their powers under this section in favour of auditors.     

Financial Ratio Covenants in UK Bank Loan Contracts and Accounting Policy Choice

The attitudes of lending bankers to the use of restrictive ratio covenants in loan contracts are of importance to both corporate management and accounting policy makers. Such attitudes also underly research linking costly contracting with accounting policy choices. This paper reports a survey of 33 UK lending bankers. It analyses their views on (a) the extent of ratio covenants in UK bank loan contracts and factors with which their presence is most likely to be associated; (b) costs that may be imposed on borrowers violating such covenants or expecting to do so; and (c) the ability of borrowers to avoid such costs by appropriate choice of accounting methods. Respondents indicated that ratio covenants are widely used, particularly for loans in excess of £1 million and with companies that are relatively highly geared. ‘High cost’ penalties such as loan acceleration are most likely to be adopted where no prior warning has been given of a covenant breach. Where prior warning has been given, or where a breach is due to an acquisition, waivers and contract renegotiation are more likely responses. Breaches caused by new SSAPs cause few real costs to borrowers, while just under 60% of respondents indicate they may take no action in response to a voluntary accounting method change.     

The Incidence of Accounting-based Covenants in UK Public Debt Contracts: An Empirical Analysis

Accounting-based covenants are of particular interest to accounting researchers in view of their potential to influence management's accounting policy choices and their attitudes to new accounting standards. This exploratory paper provides evidence on the incidence of accounting-based covenants in 108 UK public debt contracts for the period 1987-1990. Thirty percent of the agreements contain such covenants, the majority of which are affirmative gearing covenants. Focusing on the institutional differences between the UK and the US, the paper examines relationships between the presence of accounting-based covenants and (a) characteristics of the issuing firm, and (b) other control mechanisms included in the debt agreement. UK firms raising public debt are of good credit quality and UK insolvency procedures afford unambiguous protection to secured creditors. As a result, accounting-based covenants are associated with long-term unsecured debt and with firms having high values for assets-in-place but, in contrast with US findings, are unrelated to gearing. Convertibility appears to reduce the need for accounting-based covenants, especially when the debt is also subordinated. The relationship between accounting- based covenants and security depends on the nature of the security (fixed or floating). Longer term non-convertible debt agreements are, therefore, particularly likely to contain covenants that could influence management's accounting behaviour. This paper provides a starting point for further research into these issues.     

Riskiness of Real Estate Development: A Perspective from Urban Economics and Option Value Theory

In this article, we define a new construct for urban economic and investment analysis, which revisits the conventional wisdom that investment in real estate development is riskier than investment in stabilized property assets. This new construct, referred as a “development asset value index” (DAVI), is a value index for newly developed properties (only) in a given geographical property market. It tracks longitudinal changes in the highest and best use (HBU) value of locations, and it reveals developer and landowner behavior taking advantage of the optionality inherent in land ownership. In particular, the DAVI reflects developers' use of flexibility in the exercise of the call option to (re)develop the property to any legal use and density. We empirically estimate a DAVI for commercial property (i.e., central locations) and compare it with a corresponding traditional transaction‐price‐based property asset price index (PAPI) corrected for depreciation. We believe that the difference primarily reflects the realized value of flexibility in land development. We find that the DAVIs display greater value growth and are smoother over time and less cyclical than their corresponding PAPIs for the same locations. This suggests that developers successfully use flexibility, and that development may be riskier than stabilized property investment due primarily only to leverage effects (construction costs). Practical implications are also discussed.     

Performance measurement,modes of evaluation and the development of compromising accounts

In this paper we develop the concept of compromising accounts as a distinctive approach to the analysis of whether and how accounting can facilitate compromise amongst organizational actors. We take the existence of conflicting logics and values as the starting point for our analysis, and directly examine the ways in which the design and operation of accounts can be implicated in compromises between different modes of evaluation and when and how such compromises can be productive or unproductive. In doing so, we draw on Stark’s (2009: 27) concept of ‘organizing dissonance’, where the coming together of multiple evaluative principles has the potential to produce a ‘productive friction’ that can help the organization to recombine ideas and perspectives in creative and constructive ways. In a field study of a non-government organization, we examine how debates and struggles over the design and operation of a performance measurement system affected the potential for productive debate and compromise between different modes of evaluation. Our study shows that there is much scope for future research to examine how accounts can create sites that bring together (or indeed push apart) organizational actors with different evaluative principles, and the ways in which this ‘coming together’ can be potentially productive and/or destructive.     

The Value of Biodiversity in Pharmaceutical Research with Differentiated Products

Biologists and conservation advocates have expressed grave concern over perceived threats to biological diversity. ``Biodiversity prospecting' – the search among naturally occurring organisms for new products of agricultural, industrial, and, particularly, pharmaceutical value – has been advanced as both a mechanism and a motive for conserving biological diversity. Economists and others have attempted to estimate the value of biodiversity for use in new pharmaceutical project research. In this paper we apply a new approach to estimating values: we employ two models of competition among differentiated products. Each model confirms previous findings that the value to private researchers of the ``marginal species' is likely to be small. The models can have very different implications with respect to social values, however. These findings underscore the need for a better understanding of the true meaning of diversity.Resources for the Future     

JOINING THE NEW ECONOMY

The decline in the costs of communicating, coordinating, and collaborating across firms in the value chain has led to the emergence of new business models—virtually integrated companies, retail "bricks and clicks" organizations, and networks like AOL and eBay—that can be used by all kinds of companies to exploit new opportunities. With these new organizations comes a need for new governance practices—practices that permit swifter decisions, best practice sharing, and more focused operations.
The author argues that improvements in governance should focus on achieving the following:

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   Organization structures that leverage external alliances while improving internal collaboration. This involves gaining acceptance of and support for a common aspiration across the company—the goal of deploying financial and human resources, complemented by technology, to build shareholder wealth.

       

Market Orientation in the Transition Economies of Central Europe:: Tests of the Narver and Slater Market Orientation Scales

The Narver and Slater (Narver, J.C., and Slater, S.F.: The Effect of Marketing Orientation on Business Profitability. Journal of Marketing 54 (1990): 20–35.) market orientation scale is tested in the context of the transition economies of central Europe and found to be both valid and reliable. Relationships between market orientation and both marketing strategy and performance broadly follow predictions from the Western literature indicating that the adoption of a market orientation is equally applicable in transition as in Western economies. A number of different approaches, however, are evident in the transition economies suggesting that other business orientations may coexist with a market orientation creating a richer and more complex set or organizational drivers.     

The Simple Welfare Economics of Network Externalities and the Uneasy Case for Subscribership Subsidies

The goal of universal service has dominated the telecommunications policy landscape for at least the past half century. This policy objective has been promoted with cross subsidies from long-distance telecommunications services to subscribers to local telecommunications service. The economic rationale for these cross subsidies is network externalities. In this paper, we show that: (1) the presence of network externalities, even if substantial in overall magnitude, does not generally justify a subscribership subsidy, even a well-designed one; and (2) the empirical realities of telecommunications markets make it unlikely that subscribership subsidies of any kind will increase social welfare.