Firms' Stakeholders and the Costs of Transparency

We develop a model of a firm whose production process requires it to initiate and nurture a relationship with its stakeholders. Because there are spillover benefits of being associated with a "winner," the perceptions of stakeholders and potential stakeholders can affect firm value. Our analysis indicates that while transparency (i.e., generating information about a firm's quality) may improve the allocation of resources, a firm may have a higher ex ante value if information about its quality is not prematurely generated. Transparency costs arise because of asymmetric information regarding the extent to which stakeholders benefit from having a relationship with a high-quality firm. These costs are higher when firms can undertake noncontractible innovative investments that enhance the value of their stakeholder relationships. Stakeholder effects of transparency are especially important for younger firms with less established track records.     

Managerial Compensation and the Market Reaction to Bank Loans

This article considers why a manager would choose to submithimself to the discipline of bank monitoring. This issue isanalyzed within the context of a model where the manager enjoysprivate benefits, which can be restricted by the monitor, andis optimally compensated by shareholders. Within this settingwe find that managers will submit to monitoring when they receivefavorable private information. This result is consistent withevent study evidence that suggests that the market has a favorableview of financing choices that increase monitoring.     

Active Institutional Shareholders and Costs of Monitoring: Evidence from Executive Compensation

Although evidence suggests that institutional investors play a role in monitoring management, not all institutions are equally willing or able to serve this function. We present a stylized model that examines the effects of institutional monitoring on executive compensation. The model predicts that institutions' influence on managers' pay-for-performance sensitivity and level of compensation is enhanced when institutions have lower implied costs of monitoring, but that these effects are attenuated when the firm-specific cost of monitoring is high. Our empirical results are broadly consistent with these implications, suggesting that independent investment advisors and investment company managers have advantages in monitoring firms' management.     

Entrenchment and Severance Pay in Optimal Governance Structures

This paper explores how motivating an incumbent CEO to undertake actions that improve the effectiveness of his management interacts with the firm's policy on CEO replacement. Such policy depends on the presence and the size of severance pay in the CEO's compensation package and on the CEO's influence on the board of directors regarding his own replacement (i.e., entrenchment). We explain when and why the combination of some degree of entrenchment and a sizeable severance package is desirable. The analysis offers predictions about the correlation between entrenchment, severance pay, and incentive compensation.     

Intra-Industry Capital Structure Dispersion

Why do firms in some industries exhibit very similar debt ratios, while firms in other industries do not? This paper examines the dispersion in leverage ratios among firms within an industry, and relates this dispersion to industry characteristics. We find that more concentrated industries and industries where the use of leasing is more intense exhibit greater intra‐industry dispersion. We also document greater dispersion in industries where firms use less incentive compensation, sit more insiders in their boards, are older, and have larger capital expenditures in relation to their assets.