国有商业银行费用偏好与组织绩效的实证分析

单一国有产权结构、出资人监督缺位和委托代理问题共同决定了国有商业银行费用扩张偏好.实证结果表明,费用规模扩张侵蚀了出资人利润性收益空间,成为国有商业银行利润率指标偏低的解释因素.因此,国有商业银行制度变迁必然包含能够抑制费用偏好的制度工具创新.政府宏观经济目标的退出可以使出资人硬化利润约束,但在政府效用函数不可能全面退出国有商业银行的现实背景中,通过引进在位寡头之间的竞争可以为国有商业银行利润目标约束硬化提供外在制衡条件;同时,产权多元化改革基础上的银行治理结构完善则是解决委托-代理问题下经营者费用偏好问题的彻底措施.     

公司治理中的中小股东权益保护机制研究

股东利益保护是公司治理的核心问题，对中小股东利益的有效保护更是公司制度公平与效率的前提。本文探讨了公司治理结构中市场主导型权力配置机制在保护中小股东利益方面的缺陷，比较分析了异议股东股份价值评估权制度与股东派生诉讼两种主要的中小股东司法救济手段之功效，指出异议股东股份价值评估权制度是一种更为有效的中小股东利益保护手段。最后，就我国公司立法引入该制度进行中小股东利益保护的问题提出了建议。     

基于企业基因重组理论的价值网络构建研究

全球化、信息化带来市场交易成本的急剧下降，并直接导致组织创造价值的方式发生了变化。本文借鉴企业基因和企业基因组的概念，对企业基因重组理论进行了系统地完善和整合。依此理论为基础，本文对能力要素驱动型价值网络的形成、特征和构建策略进行了深入地分析。     

Zombie Board: Board Tenure and Firm Performance

We show that board tenure exhibits an inverted U‐shaped relation with firm value and accounting performance. The quality of corporate decisions, such as M&A, financial reporting quality, and CEO compensation, also has a quadratic relation with board tenure. Our results are consistent with the interpretation that directors’ on‐the‐job learning improves firm value up to a threshold, at which point entrenchment dominates and firm performance suffers. To address endogeneity concerns, we use a sample of firms in which an outside director suffered a sudden death, and find that sudden deaths that move board tenure away from (toward) the empirically observed optimum level in the cross‐section are associated with negative (positive) announcement returns. The quality of corporate decisions also follows an inverted U‐shaped pattern in a sample of firms affected by the death of a director.     

An international study of internal audit function quality

We investigate organisational and environmental factors that influence firms’ incentives to develop high-quality internal audit functions (IAFs) by using a unique international sample formed by matching proprietary data from a global internal auditor survey with public data obtained from Worldscope. Concerning organisational factors, we find that a positive relationship exists between IAF quality and firm complexity and confirm that complex firms have a higher demand for monitoring and advising and, therefore, a greater need for formal controls. In addition, IAF quality is positively related to board monitoring and audit committee diligence but negatively associated with CEO power, which suggests that IAF quality is influenced by other key players in corporate governance. Regarding environmental factors, we document that IAF quality is positively associated with industry competition, which implies that a firm’s incentive for a high-quality IAF is enhanced when confronted with greater environmental uncertainty. Furthermore, IAF quality has a significantly positive relationship with our self-constructed index of IAF requirements included in national corporate governance codes, which indicates that strong home-country corporate governance codes play a role in fostering IAF development.     

Corporate Governance,Social Responsibility,and Data Breaches

We study whether corporate governance and social responsibility are related to data breaches. We find that socially responsible companies with smaller boards and greater financial expertise are less likely to be breached. The financial impact of a breach is visible in the long term. Specifically, data‐breach firms have –3.5% one‐year buy‐and‐hold abnormal returns. Additionally, banks with breaches have significant declines in deposits and nonbanks have significant declines in sales in the long run. Finally, we find that following a data breach, companies are more likely to replace their chief executive officer and chief technology officer as well as improve their governance and social responsibility.     

Board governance and corporate performance

We examine the link between the monitoring capacity of the board and corporate performance of UK listed firms. We also investigate how firms use the flexibility offered by the voluntary governance regime to make governance choices. We find a strong positive association between the board governance index we construct and firm operating performance. Our results imply that adherence to the board‐related recommendations of the UK Corporate Governance Code strengthens the board's monitoring capacity, potentially helping mitigate agency problems, but that investors do not value it correspondingly. Moreover, in contrast to prior UK findings suggesting efficient adoption of Code recommendations, we find that firms at times use the Code flexibility opportunistically, aiming to decrease the monitoring capacity of the board, which is followed by subsequent underperformance. This finding questions the effectiveness of the voluntary approach to governance regulation followed in the UK and in many countries around the world.     

股权制衡、非国有股东委派董事与公司绩效

从公司治理层面完善国有控股企业的股权制衡是国企混合所有制改革的重点和难点,以往学者仅仅研究了股权制衡与公司绩效之间的关系,很少研究两者关系的作用路径和影响机理.因此,引入非国有股东委派董事这一概念,研究非国有股东委派董事在股权制衡与公司绩效之间发挥的中介效应.结果表明:股权制衡有利于公司绩效的提升,非国有股东委派董事在股权制衡与公司绩效两者之间发挥了中介效应.     

Investments,Credit, and Corporate Financial Distress: Evidence from Central and Eastern Europe

Although they are instrumental for economic development, productivity-enhancing corporate investments may increase the financial vulnerability of companies, especially in an economic and financial crisis. We employ an instrumental probit model with the aim of finding evidence for the investment and credit patterns that led companies into financial distress during the global financial crisis 2009–2010. The company-level micro-data for our study on three Central and East European countries—Hungary, Bulgaria, Romania and two Baltic countries, Latvia and Lithuania—originates from two independent surveys, the Business Environment and Enterprise Performance Survey conducted in 2008 and the Financial Crisis Survey conducted in 2009/2010. Both were carried out jointly by the EBRD and the World Bank. Our results emphasize a substantial adverse impact from investment intensity and debt financing on company financial soundness during a crisis. On top of that, we discover a strong non-linear pattern in the sensitivity of company distress to its investment-financing nexus.     

The Relevance of Western Corporate Governance in Mitigating Management Misconduct in Thailand

This article provides empirical evidence on the relevance of structures central to Western models of corporate governance in mitigating management misconduct in Thailand. We find no evidence supporting the effectiveness of Western-based corporate governance structures such as board independence, audit committee effectiveness, and separating the roles of CEO and Board Chair in limiting management misconduct. However, we do find evidence supportive of independent directors with more experience and longer tenure, the presence of institutional ownership, and concentrated controlling ownership in limiting management misconduct. This provides some support for the validity of resource dependency theory in an emerging economy setting.