Всего статей в данном разделе : 365
Опубликовано на портале: 18-04-2007C.B. Ingley, Nicholas T. van der Walt Corporate Governance: An International Review. 2005. Vol. 13. No. 5. P. 632-653.
Based on British legislation, the duties of directors are stated in the New Zealand Companies Act 1993. However, “good” governance is not defined within the Act. Considering the relative importance attached by boards to a variety of governance tasks, this paper evaluates directors’perceptions of the current contribution of fellow board members to different aspects of governance practice. This evaluation is discussed in relation to the influence of board tasks and functions on actions that may be regarded as being in the interests of the company as defined by the Act. The evaluation illustrates the strategic orientation of the board,highlighting the extent to which individual directors and the board as a whole can actually influence key outcomes and, thereby, their governance contribution. The paper reports responses to findings based on a study involving 3000 directors and presents suggestions for enhancing board processes as well as possible changes in expectations that could be encapsulated in legislation.
Do Corporate Control and Product Market Competition Lead to Stronger Productivity Growth? Evidence from Market-Oriented and Blockholderbased Governance Regimes [статья]
Опубликовано на портале: 17-04-2007Jens Koke, Luc Renneboog ECGI - Finance Working Paper. 2003. No. 14/2003.
This study investigates the impact of corporate governance and product market competition on total factor productivity growth for two large samples of German and UK firms. In poorly performing UK firms, the presence of strong outside blockholders lead to substantial increases in productivity. Contrarily, for German poorly performing and distressed firms, it is bank debt concentration which stimulates productivity growth. Whereas high bank debt concentration also supports productivity growth in German profitable firms, leverage is unrelated to productivity growth in UK firms. Weak product market competition in the UK has a negative impact on productivity growth of in both widely-held firms and concentrated firms with the exception of firms controlled insiders (directors). These seem able to generate productivity increases in firms subject to little market discipline. For profitable German firms, the relation between strong blockholder control and productivity growth is limited. Only control by banks, insurance firms and the government can somewhat reduce the negative effect of weak product market competition.
Опубликовано на портале: 16-04-2007Bernard S. Black, Hasung Jang, Woochan Kim Journal of Law, Economics, and Organization. 2006. Vol. 22. No. 2. P. 366-413.
We report strong OLS and instrumental variable evidence that an overall corporate governance index is an important and likely causal factor in explaining the market value of Korean public companies. We construct a corporate governance index (KCGI, 0~100) for 515 Korean companies based on a 2001 Korea Stock Exchange survey. In OLS, a worst-to-best change in KCGI predicts a 0.47 increase in Tobin's q (about a 160% increase in share price). This effect is statistically strong (t = 6.12) and robust to choice of market value variable (Tobin's q, market/book, and market/sales), specification of the governance index, and inclusion of extensive control variables. We rely on unique features of Korean legal rules to construct an instrument for KCGI. Good instruments are not available in other comparable studies. Two-stage and three-stage least squares coefficients are larger than OLS coefficients and are highly significant. Thus, this paper offers evidence consistent with a causal relationship between an overall governance index and higher share prices in emerging markets. We also find that Korean firms with 50% outside directors have 0.13 higher Tobin's q (roughly 40% higher share price), after controlling for the rest of KCGI. This effect, too, is likely causal. Thus, we report the first evidence consistent with greater board independence causally predicting higher share prices in emerging markets.
Опубликовано на портале: 22-03-2007Mehmet Ugur, Melsa Ararat Corporate Governance: An International Review. 2006. Vol. 14. No. 4. P. 325–348.
Recent work on corporate governance has highlighted the effects of corporate governance quality on macroeconomic crises, especially in the context of South-East Asian economies. However, the possibility of reverse causation from macroeconomic performance to corporate governance has been overlooked. This paper aims to address this issue by examining the relationship between macroeconomic stabilisation and corporate governance reforms in Turkey since the 1999 and 2001 crises. We demonstrate that the prospect of macroeconomic stability has led to extensive corporate governance reforms for two reasons. First, recent return to macroeconomic stability has been underpinned by public governance reforms, which spilled over to the area of corporate governance. We call this the statutory reform effect. Second, macroeconomic stability tended to have a positive effect on firms' investment in corporate governance quality. We call this the voluntary reform effect. To substantiate these findings, we examine the post-1999 developments in the following areas: (i) the effectiveness of regulatory authorities; (ii) disclosure and transparency rules; and (iii) the quality of the enforcement regime.
Опубликовано на портале: 18-04-2007Ivor Francis Corporate Governance: An International Review. 1997. Vol. 5. No. 4. P. 239–244.
This long and discursive book results from a research commission by the Australian Institute of Company Directors (AICD) given to an experienced consultant and academic, Ivor Francis. Francis, a New Zealander, worked closely with the late Edwards Deming, who was internationally respected for his work on quality management, and is himself an acknowledged expert in corporate performance measurement. After eighteen years as a business school professor at Cornell and New York Universities, Francis moved to Australia, where he is now Chairman of the Deming Centre International in Sydney. The fascinating part of the book, for readers of this journal, comes in the final few pages and an appendix, which report the findings of a survey of directors' views on the effectiveness of Australian directors. According to the Australian press, the AICD sought to distance itself from these findings
Опубликовано на портале: 18-04-2007Peter M. Brown Corporate Governance: An International Review. 1997. Vol. 5. No. 4. P. 232–235.
In recent years the Top Pay Research Group have produced an annual survey, in co-operation with 3I Plc., in which they approach individual directors and board chairmen, seeking their views on the needs and opportunities facing independent directors as well as obtaining hard data on board related topics.
Empirical Evidence on Corporate Governance in Europe: The Effect on Stock Returns, Firm Value and Performance [статья]
Опубликовано на портале: 16-04-2007Rob Bauer, Nadja Guenster, Roger Otten Journal of Asset Management. 2004. Vol. 5. No. 2. P. 91-104.
This paper analyses whether good corporate governance leads to higher common stock returns and enhances firm value in Europe. Throughout, this study uses Deminor Corporate Governance Ratings for companies included in the FTSE Eurotop 300. Following the approach of Gompers et al. (2003, ‘Corporate Governance and Equity Prices’, Quarterly Journal of Economics, 118, 107–55), portfolios are built consisting of well-governed and poorly governed companies and their performances are compared. The impact of corporate governance on firm valuation is also examined. The results show a positive relationship between these variables and corporate governance. This relationship weakens substantially after adjusting for country differences. Finally, the relationship between corporate governance and firm performance is analysed, as approximated by net profit margin and return on equity. Surprisingly, and contrary to Gompers et al. (2003), a negative relationship is found between governance standards and these earnings-based performance ratios for which possible implications are discussed.
Опубликовано на портале: 18-04-2007Benjamin E. Hermalin, Michael Steven Weisbach The American Economic Review. 1998. Vol. 88. No. 1. P. 96.
How can boards be chosen through a process partially controlled by the CEO, yet, in many instances, still be effective monitors of him? We offer an answer based on a model in which board effectiveness is a function of its independence. This, in turn, is a function of negotiations (implicit) between existing directors and the CEO over who will fill vacancies on the board. The CEO's bargaining power over the board-selection process comes from his perceived ability relative to potential successors. Many empirical findings about board structure and performance arise as equilibrium phenomena of this model.
Equity-Based Compensation [статья]
Опубликовано на портале: 14-06-2006Laura G. Thatcher Journal of Deferred Compensation. 2005. Vol. 10. No. 4. P. 50-71.
Describes the most common forms of equity-based compensation vehicles. Stock options; Restricted stock; Restricted stock units or deferred stock units; Performance awards.
Опубликовано на портале: 18-04-2007L.A.A. van den Berghe, Abigail Levrau Corporate Governance: An International Review. 2004. Vol. 12. No. 4. P. 461-478.
This paper is an attempt to identify what constitutes a good board of directors, and this is based on a comparison between academic literature, corporate governance rating systems and our field research into board practices. We observed that “traditional” academic research focused on a limited number of quantifiable board characteristics, while practitioners attach greater importance to “soft” elements, which are nearly absent in the literature and in the governance ratings. These findings highlight the need for a better understanding of all elements that determine board effectiveness. Furthermore, our results identify three areas of improvement for boards of directors.
Опубликовано на портале: 17-04-2007Hamid Mehran Journal of Financial Economics. 1995. Vol. 38. No. 2. P. 163-184.
An examination of the executive compensation structure of 153 randomly-selected manufacturing firms in 1979-1980 provides evidence supporting advocates of incentive compensation, and also suggests that the form rather than the level of compensation is what motivates managers to increase firm value. Firm performance is positively related to the percentage of equity held by managers and to the percentage of their compensation that is equity-based. Moreover, equity-based compensation is used more extensively in firms with more outside directors. Finally, firms in which a higher percentage of the shares are held by insiders or outside blockholders use less equity-based compensation.
Опубликовано на портале: 18-04-2007Jun-Koo Kang, Anil Shivdasani Journal of Financial Economics. 1995. Vol. 38. No. 1. P. 29-58.
We examine the role of corporate governance mechanisms during top executive turnover in Japanese corporations. Consistent with evidence from U.S. data, the likelihood of nonroutine turnover is significantly related to industry-adjusted return on assets,excess stock returns, and negative operating income, but is not related to industry performance. The sensitivity of nonroutine turnover to earnings performance is higher for firms with ties to a main bank than for firms without such ties. Outside succession in Japan is more likely for firms with large shareholders and a main bank relationship. We document performance improvements subsequent to nonroutine turnover and outside succession.
Firm Size and the Nature of Innovation within Industries: The Case of Process and Product R&D [статья]
Опубликовано на портале: 12-07-2007Wesley Marc Cohen, Steven Klepper Review of Economics and Statistics. 1996. Vol. 78. No. 2. P. 232-43.
The effect of firm size on the allocation of R&D effort between process and product innovation is examined. It is hypothesized that, relative to product innovations, process innovations are less saleable in disembodied form and spawn less growth. This implies that the returns to process R&D will depend more on the firm's output at the time it conducts its R&D than the returns to product R&D. Incorporating this distinction in a simple model, the authors derive and test predictions about how the fraction of R&D devoted to process innovation varies with firm size within industries.
Опубликовано на портале: 12-07-2007Steven Klepper RAND Journal of Economics. 2002. Vol. 33. No. 1. P. 37-61.
After their commercial introduction, the number of producers of autos, tires, televisions, and penicillin initially grew and then experienced a sharp decline or shakeout. Guided by an evolutionary model of entry and exit, firm survival patterns in the four products are examined to determine whether there were common forces governing their distinctive evolution. Predictions concerning the effects of pre- and post-entry experience and the timing of entry on firm survival are tested. The findings are used to reflect on why industries experience shakeouts and evolve to be oligopolies.
German Corporate Governance in Transition: Implications of Bank Exit from Monitoring and Control [статья]
Опубликовано на портале: 15-11-2007Sigurt Vitols International Journal of Disclosure and Governance. 2005. Vol. 2. No. 4. P. 357-367.
Close links between banks and large companies have been seen as a key component of Germany’s corporate governance system. The recent sale of large shareholdings by banks raises the question of to what extent this system will converge to the US model of dispersed ownership. This paper argues that concentrated ownership will remain a key feature of this system. In addition, board-level representation of employees and the lack of a culture of independent directors are further factors supporting incremental change in Germany’s corporate governance system rather than wholesale convergance to the US model.