社会责任强制披露下管理层机会主义行为考察——基于 A 股上市公司的经验证据

企业社会责任披露的经济后果一直是近年来理论界研究的焦点.在强制性披露社会责任报告的上市公司中, 管理层对社会责任报告第三方鉴证的自愿选择权反映其机会主义动机, 本文尝试切入企业违规风险的视野, 考察管理层机会主义行为的经济后果.研究结果表明, 从影响效应看, 社会责任强制披露与企业未来期违规风险呈现出显著正相关关系, 进一步分析表明, 在未进行第三方鉴证的公司中, 社会责任强制披露与企业未来期违规风险呈显著正相关, 而在自愿进行第三方鉴证的公司中两者间不相关.从作用机理看, 社会责任披露对企业未来期违规风险的影响渠道主要来自于管理层代理成本, 而不是大股东代理成本和信息环境.从治理因素看, 内部控制质量和机构投资者持股比例均未对上述管理层机会主义行为形成显著的治理监督效应.本文在理论上为社会责任强制披露的经济后果提供了直接的证据支持, 在实践上为监管部门优化社会责任强制披露以及鼓励社会责任报告第三方鉴证等制度安排提供了重要的决策依据.     

Political connections and voluntary disclosure: the case of Canadian listed companies

Journal of Management and Governance - Business and politics are now more connected than ever. In Canada, more than 50% of listed companies have political connections through the board of directors...     

Interlocking directorship across Italian listed companies: evidence from a natural experiment

The financial crisis of 2008 and the introduction of the Interlocking Ban in 2011 (for financial firms) deeply influenced the Italian corporate governance system. The aim of the present study is to investigate to what extent personal ties among the directors of Italian listed companies have changed after these two events. We describe the evolution and dimension of the phenomenon of interlocking directorship (ID) for all the Italian listed companies over the period 1998–2013 using different methodologies. Social network analysis discloses the existence of clusters of companies whose links remain dense after the crisis, while connections to the peripheral units of the system decrease, reducing the overall connectedness. Results reveal that, over the period, there is a reduction in the cumulation ratio which still remains high and mainly due to a high number of directorships for multiple directors. This reduction is more severe after 2008 when both the financial crisis and the Interlocking Ban occur. In disentangling the two effects we observe ID reduction during and after the crisis, also for non-financial firms, confirming the general tendency of a decline in national board interlocking networks.     

Corporate social responsibility disclosure and market valuation: evidence from Spanish listed firms

Using a sample of listed Spanish companies pertaining to the IBEX35 index for the period 2007–2011, this paper examines whether those firms with higher CSR disclosure ratings are more valued by market participants. This study also complements the literature addressing the value relevance of CSR disclosure by further analyzing not only the direct effects of CSR reporting on stock prices but also its indirect effects through its interaction with main accounting variables (i.e., earnings and book value of equity). CSR reports can also affect stock price indirectly because the sustainability report may be perceived by investors to be a source of further and complementary information regarding the nature, composition and trends of the traditional value-relevant accounting variables. Finally, this study also analyzes whether CSR disclosure by firms operating in environmentally-sensitive industries is assessed differently by market participants than CSR disclosure by companies operating in other industries. By using a modified Ohlson (Contemp Account Res 1:661–687, 1995) model, it is found that CSR disclosure do have both a direct and indirect effect on stock prices by modifying the value-relevance of earnings and book value of equity. Moreover, CSR disclosure by companies operating in environmentally-sensitive industries is associated with higher market valuations than CSR disclosure by companies operating in nonsensitive industries. This may be due to the fact that CSR disclosures provide information that allow investors to make better assessments of the increased risk related to potential litigation and future environmental liabilities, thereby reducing information asymmetries and the risk of adverse selection.     

中美两国上市公司高管薪酬决定因素比较研究

选取中国深沪两市1999年到2003年4 430家上市公司和美国纽约交易所1999到2002年6 907家上市公司进行实证比较,在确定了中国上市公司高管薪酬的主要决定因素的基础上,与美国上市公司高管薪酬进行比较.结果表明,公司规模、公司绩效、股权特征是决定高管薪酬的主要因素;它们对于两国上市公司高管薪酬的影响是有区别的;探究了造成这种差异的原因并提出了对于中国上市公司高管薪酬政策设计的指导性建议和以后研究的方向.     

Board compensation and ownership structure: empirical evidence for Italian listed companies

This paper investigates the relationships among corporate ownership, the level of board compensation, and firms’ future performance within Italian listed companies. Board compensation could be related to corporate ownership characteristics, like the type of controlling shareholder, ownership concentration, the separation between cash flow and voting rights, and the presence of shareholders’ agreements. The evidence of high levels of board compensation associated with certain governance characteristics could signal, in a principal-agent framework, rent extraction by entrenched managers or by controlling shareholders versus minority shareholders; high board compensation, however, could be related to the need to hire directors with higher professional standing and also to the desire to create a network with other companies through the enlargement of the board, according to a social network view. In this paper we disentangle this issue showing the relationship between excess board compensation and future performance: examining firms listed on the Milan Stock Exchange over the period 1995–2002, we show that board compensation is linked to many governance characteristics, but excess compensation is never positively related to future performance. For founder family firms, in particular, high board compensation is associated with (a) smaller board size; (b) higher proportion of family members on the board; (c) lower future performance. The whole evidence therefore doesn’t support the hypothesis suggested by the social network view, but is consistent with a rent extraction hypothesis. These results could add new empirical evidence to the recent debate on the need for global remuneration reform. According to our results, some control mechanism and an increase in transparency of executive compensation schemes could be appropriate.     

Women on the boards of listed companies: Evidence from Finland

This paper investigates gender differences on the corporate boards of Finnish listed companies. The personal characteristics, careers, and boardroom roles of female and male directors on boards were analyzed on the basis of empirical data collected by questionnaire. An analysis of the findings revealed only minor differences between the women and men in personal characteristics such as their marital status, number of children and education, or in their careers. However, female board members were on average younger than their male counterparts and considered themselves to be more protean, took more active roles on the board, and enjoyed power more than men did. They also felt a need for more women on the board. The goal of this study is to contribute to the existing research in two ways. Firstly, it provides empirical evidence on women??s representation on boards from Finland, where women??s and men??s rights are regarded as more equal than in many other countries. Secondly, the study aims to increase our knowledge of gender differences, careers and roles of women in top positions in Finnish business.     

Integrated reporting: an exploratory study of French companies

The increasing complexity of the business world has led to growing demands for companies to provide information about their financial performance, their corporate governance and their contribution to developing sustainability. In addition, there are increasing needs for investors to obtain more information about the value creation process since financial reporting systems account imperfectly for most of intangible assets generated by companies. In this context, this article aims to determine if integrated reporting does effectively achieve the objective of reducing the information asymmetry. To answer this research question, a qualitative content analysis was conducted of the IR disclosed by the French companies in the period of 2013–16. The study reveals that information asymmetry is not reduced since companies mention only some capitals as inputs to their value creation process while almost entirely excluding natural capital. Moreover, companies disclose only positive information mainly about their financial capital, without mentioning any destruction of capital, especially not the natural one. Finally, from our findings, signals disclosed by these companies can be classified in three categories: intent signals composed of information about social and relational capital; camouflage signals composed of information about the reduction of the pollution without mentioning the pollution itself and need signals composed of information about dividends encouraging investors to maintain their financial support.

     

终极所有权结构对权益资本成本的影响——来自中国上市公司的经验证据

采用三种模型(GLS模型、ES模型和OJ模型)度量上市公司权益资本成本,以2004-2007年连续4年均能获得相关资料的中国非金融类上市公司构成的面板数据为研究样本,在控制相关变量下,基于代理成本和信息不对称视角实证检验终极所有权结构与权益资本成本之间的关系.研究发现,终极所有权结构是影响权益资本成本的重要因素之一.具体而言:(1)现金流量权与权益资本成本显著负相关;(2)控制权和现金流量权的分离度与权益资本成本显著正相关;(3)与终极控股股东是非国有控股的公司相比,终极控股股东是国有控股的公司具有相对高的权益资本成本.     

The value of audit quality in public and private companies: evidence from Spain

This paper compares the value of audit quality, proxied by the selection of a big N auditor, to the external claimholders of private and public companies. Although the combination of a lower ownership concentration of public companies, the greater demand for financial information quality about these companies and their higher litigation risk can result in the expectation that audit quality should be more valuable for public than for private companies, the greater information asymmetry between the managers and the external stakeholders and the unavailability of alternative mechanisms for monitoring the managers can make external audit more valuable for the external claimholders of private companies. In this paper, we test these two competing views by analysing if banks and lenders take into account auditor selection in the formation of the cost of debt. Our results support the second view: we find that only private companies obtain a lower cost of debt when they are audited by a high-quality auditor. These results are robust to both endogeneity and unobserved firm-specific heterogeneity.     

Audit committee and internal audit and the quality of earnings: empirical evidence from Spanish companies

Corporate scandals and failures such as Enron, WorldCom, etc. were highly catastrophic and had a terrible effect on stakeholders. The pressure of globalisation and the intense competition have lead to organisations encouraging good corporate governance. Organisations have to promote transparency and accountability of financial information. As Gramling et al. (J Account Lit 23:194–244, 2004) argued there are four important mechanisms of corporate governance include boards of directors, audit committees (among others) and internal and external audit functions. However, this paper will focus on the relationship between two corporate governance mechanisms (audit committee and internal audit function). Thus, our purpose is to analyse the relation between characteristics of the audit committee and internal audit function and earnings management measured as abnormal accruals to test the quality of financial statements. We hypothesise that the association between the effectiveness of the audit committee and the presence of an internal audit function and its relationship with this committee would indicate less opportunity for management to manipulate earnings. Using a sample of 108 non-financial Spanish companies that traded on the Madrid Stock Exchange between 2003 and 2006 (432 observations), we have found that the size and number of meetings of the audit committee had a significant negative association with earnings manipulations. Also, our results suggest that a negative relation between having an internal audit function and earnings management.     

CEO开放性特征、战略惯性和组织绩效①--基于中国上市公司的实证分析

从理论与实证角度分析了CEO开放性特征对战略惯性及组织绩效的作用机制,得到以下研究结论：第一,CEO开放性程度越高,组织越倾向于采取适应环境的动态资源配置战略,从而组织的战略惯性程度越低;第二,CEO的股权拥有程度和自主权高低程度对其开放性程度与组织惯性之间关系起到显著调节作用,即CEO持股水平越高则开放性CEO维持组织战略现状的动机越强,而 CEO所拥有的管理自主权越高则越倾向于去打破组织的战略现状;第三,组织制度环境对CEO开放性程度与战略惯性之间关系同样起到显著的调节作用,在国企任职的CEO相对于家族企业任职的CEO而言,其开放性程度对组织惯性的负向影响程度更小;第四,相比于线性关系,倒U型假设更有助于解释战略惯性与组织绩效之间的关系。     

Internal audit function quality and financial reporting: results of a survey on German listed companies

Most prior studies on internal audit function (IAF) quality and financial reporting have focused on the US setting and have found a positive association between IAF quality proxies and both financial reporting quality and audit efficiency. In this study, we apply the German setting that is characterized by a two-tier board system of corporate governance and different prerequisites for the serving-two-masters problem. This might weaken the IAF’s ability to monitor financial reporting-related processes. To analyze this, we use survey data to measure IAF quality in the German setting and run multiple regressions to examine the association of several IAF quality characteristics and a self-developed IAF quality score with financial reporting quality and audit efficiency. The results show that also in a two-tier system, a high-quality IAF is able to contribute to both financial reporting quality and audit efficiency. Our findings support the notion that the IAF serves as an essential element of effective corporate governance and plays an important role in financial reporting. Moreover, as a practical implication of interest to regulators and managers, we identify that the external certification of the IAF and internal audit-related certifications of IAF employees may contribute to higher financial reporting quality and lower audit fees.     

Determinants of voluntary CSR disclosure: empirical evidence from Germany

Currently, companies spend a great deal of effort on Corporate Social Responsibility (CSR) disclosures. CSR disclosure relates to the provision of information on companies’ environmental and social performance. From an economic perspective, companies might disclose this information to avoid or decrease potential political costs. We construct a CSR disclosure index based on the Global Reporting Initiative (GRI) guidelines. Using content analysis, we analyze 130 listed German companies’ CSR disclosures (470 firm-year observations) to investigate the determinants of these voluntary disclosure activities. Our results show that, consistent with the political cost theory, German companies’ disclosures of all CSR issues are affected by their visibility, shareholder structure, and relationship with their US stakeholders. In addition, higher profitability is associated with more environmental disclosures. Finally, size and industry membership affect the amount of CSR disclosure.     

Efficiency of internal control: evidence from Swiss non-financial companies

Internal control enables companies to ensure a reliable reporting, to comply with relevant laws and standards and to ensure the efficiency and effectiveness of business processes. However, until now few empirical contributions conceptualizing and empirically investigating the efficiency of internal control have been published. This study addresses this research deficit and develops a theory-based and empirically validated efficiency construct of internal control. From a practical and scientific point of view, there is an interest to identify relevant factors that determine efficient internal control. Overall, four factors have been derived and conceptualized based on theoretical foundations and empirical evidence. By means of an extensive empirical survey of Swiss companies and subsequent structural equation modelling, numerous significant correlations between determinants of internal control efficiency and the efficiency construct have been identified. The empirical results fully confirmed the hypotheses of correlation. Thus, the findings contribute to the body of practical knowledge by deriving specific efficiency criteria and recommendations on the design of internal control to the management. In essence, design parameters from the company’s internal environment and a reduced complexity of internal control structures mainly contribute to efficiency. The efficiency of internal control itself is heavily determined by criteria of target achievement, input–output ratio, coordination efficiency as well as its potential for organizational flexibility.     

上市公司ERP实施前后绩效变化的实证研究——来自沪市1993-2003年的经验数据

以1993—2003年间实施ERP的92家沪市上市公司为样本企业,利用W ilcoxon秩和检验、Panel分析以及系数约束检验分析比较了公司实施ERP前后的绩效变化.研究结果表明:不能根据单一检验分析方法片面得出实施ERP是否存在信息技术的生产率悖论现象.国内企业实施ERP当年及之后1~2年绩效略有下降,但变化不显著;实施ERP之后第3年多数企业没有起到改善绩效的预期,但少数公司却利用ERP显著改善了公司绩效,少数公司实施ERP存在短期绩效下降现象.指出造成这种结果的主要原因是ERP实施成功率较低,并不是ERP本身存在信息技术的生产率悖论问题.     

The impact of venture capital on investee companies: evidence from Spain

This paper examines the impact of venture capital investors on the financial structure of investee companies and the factors relevant to their capital structure, differentiated according to the investor’s public or private nature. This paper contributes to our understanding of the beneficial effects of such investors in response to the funding needs of SMEs and the decisions taken in this respect. The empirical analysis shows that, on average, these investee companies have a lower level of short-term debt than the average Spanish company. It is suggested that the debt structure is related to the growth opportunities presented, the business sector, the geographic location and the duration of the venture capital participation. These results, which are more significant in the case of companies receiving funds from public investors, highlight the effectiveness of the economic function of venture capital.     

Value-added distribution to stakeholder of Spanish listed companies: a corporate governance perspective

Journal of Management and Governance - Following a stakeholder corporate governance perspective, we examine whether the characteristics of boards of directors (board size, separation of Chairman...