Accountability of independent directors: Evidence from firms subject to securities litigation

We examine which independent directors are held accountable when investors sue firms for financial and disclosure-related fraud. Investors can name independent directors as defendants in lawsuits, and they can vote against their reelection to express displeasure over the directors’ ineffectiveness at monitoring managers. In a sample of securities class action lawsuits from 1996 to 2010, about 11% of independent directors are named as defendants. The likelihood of being named is greater for audit committee members and directors who sell stock during the class period. Named directors receive more negative recommendations from Institutional Shareholder Services, a proxy advisory firm, and significantly more negative votes from shareholders than directors in a benchmark sample. They are also more likely than other independent directors to leave sued firms. Overall, shareholders use litigation along with director elections and director retention to hold some independent directors more accountable than others when firms experience financial fraud.     

The integration substitute: the role of controls in managing human asset specificity

As the integration solution to the problem of specific assets cannot be replicated on human asset specificity because slavery is illegal, economic theory states that control systems substitute for integration through a balanced structure to help align diverse interests. To understand the intricate design features of the balance, we examine a case‐study firm. For low human asset specificity, the restriction and segregation of usable decision rights link with standards. However, incentives are traced to individuals only to the extent task deviations do not create relevant future costs that are difficult to be self‐corrected. For high specificity, incentives are related to outputs rather than outcomes, because outcome variations reduce the attractiveness of maintaining the balance. Subjective assessment is used as an efficient alternate ‘balancing’ solution and decision control is shared when available subjective data are inadequate.     

M2/GDP水平的国际比较及中国畸高原因探析

M2/GDP是衡量一国经济货币化程度的重要指标,一般说来,该比率越高,经济货币化程度越高,金融业越发达.通过国际比较发现,中国不但存在M2/GDP持续上升的普遍性问题,而且这一问题相对其他主要经济国家表现得更为异常.造成中国M2/GDP畸高的原因可以归结为货币化论、货币沉淀论及货币反替代论.M2/GDP的比例越高,整体支付风险越大,若任由这种局面发展,央行的信用创造能力和银行体系的支付能力都将逐渐蚀空,因此研究如何提高我国金融配置效率、加快金融体制改革及我国现行外汇体制改革等议题,是有效解决我国M2/GDP畸高的必经之路.     

Goodwill or “No-will”: Hubris in the tone at the top

In this study, we examine the effect of hubris in the “tone at the top” on goodwill accounting, specifically the proportion of the purchase price allocated to goodwill following a business combination, and subsequent decisions to write down goodwill. Using a sample of CEO letters to shareholders from firms listed on the Stockholm Stock Exchange, we carry out textual analysis of CEO letters to identify hubristic language markers. Regression analyses show that hubristic tone is positively and significantly associated with the purchase price allocation to goodwill. Furthermore, we predict that hubristic managers are more likely to overestimate future cash inflows related to goodwill and are less likely to perceive the need for a potential write-down. Consistent with this prediction, we find that hubristic tone in the CEO letters is associated with less timely goodwill write-downs. This study contributes to the literature on goodwill accounting, the role of CEO attributes on corporate decision making, and to research on CEO-speak, by providing evidence that a hubristic tone at the top can explain strategic choices by management and accounting outcomes.     

美欧银行业并购中的反垄断比较研究及对我国的借鉴

美欧国家经历了多次银行并购的浪潮后,在银行业反垄断实践中形成了较为完善的立法和司法体系。这些法律法规在允许银行通过并购实现其战略目标的同时,最大限度地避免了并购对自由竞争的损害,对我国银行业的反垄断立法和司法以及银行海外并购具有指导意义。本文对美欧银行业并购中的反垄断立法特点、审查要点、审批流程等进行详细的分析和介绍,并列举美欧银行业并购中的反垄断审查典型案例。最后,本文提出对我国银行业反垄断的建议。     

我国M2/GDP比率畸高的原因浅析

M2／GDP是常用的衡量一国经济货币化程度的指标,随着金融改革的不断深入,中国的广义货币供应量M2相对于GDP的比率M2／GDP不断上升,2003年高达1．63,居世界之首,而同期美国只有0．67,与我国经济水平相近的印度则只有0．6。本文主要从经济货币化进程、金融体制的影响、社会保障机制不完善等方面分析产生此现象的影响因素并提出了相关的政策建议。