External Governance Mechanisms Research Articles

Do analysts play a monitoring role? Evidence from exogenous changes in litigation risk

AbstractThis paper examines whether securities litigation and sell‐side equity analysts play a substitutive versus complementary role as an external governance mechanism. We expect the 1999 ruling on the stricter interpretation of the Private Securities Litigation Reform Act to make it easier for firms headquartered in the Ninth Circuit to defend against securities class actions filed by shareholders, resulting in weaker protection from a litigation channel and stronger demand for analyst activity. Using a difference‐in‐differences research design, we find that analyst coverage increases as litigation risk decreases in the Ninth Circuit firms. Moreover, we find that analyst earnings forecast accuracy increases for firms in the Ninth Circuit following the ruling, consistent with analysts exerting greater efforts to perform their monitoring role. In cross‐sectional tests, we find that the substitution relation between litigation risk and analyst research is more pronounced in firms with a high level of ex‐ante litigation risk. We conduct extensive robustness tests, including another legal event exogenously increasing the risk of litigation, to gain confidence in our interpretations. We contribute to the literature by documenting causal evidence that analysts have greater incentives to provide meaningful equity research as gatekeepers in times of weaker investor protection by securities litigation.

On the measurement of corporate governance and its impact on bank profitability and credit risk: The case of Tunisian listed banks

AbstractThis paper explores the influence of corporate governance on the profitability and credit risk of a sample of listed banks in Tunisia. The methodology involves two main steps. Firstly, principal component analysis is employed to construct a novel governance index, assessing the quality of both internal and external bank governance. This index takes into account the degree of compliance and application of directives and laws mandated by the Tunisian Central Bank regarding banking governance. In the second step, panel data analysis is conducted to scrutinize the impact of internal and external governance mechanisms on the profitability and risk of Tunisian banks. The results reveal that as the governance index increases, the profitability of banks improves in terms of return on assets and stock market performance. Additionally, a higher governance index is correlated with a reduction in credit risks, as indicated by lower instances of non‐performing loans and an increased rate of coverage for classified debts. To enhance the robustness of our results, we calculate a standard governance score based on existing empirical literature. Furthermore, to account for potential endogeneity, we employ the two‐step system generalized method of moments.

Is managerial myopia detrimental to corporate ESG performance?

This study explores the nexus between managerial myopia and corporate Environmental, Social, and Governance (ESG) performance within the framework of China's A-share listed companies from 2010 to 2020. We provide a novel insight into how the temporal orientation of managerial decision-making significantly impacts ESG outcomes, highlighting the adverse effects of a short-term focus on sustainable corporate development. Using a robust dataset, we delineate the mechanisms through which managerial myopia undermines ESG performance, specifically in green innovation and corporate information disclosure quality. Further, it examines the efficacy of external governance mechanisms, such as the increased liquidity of stocks and the engagement of Big 4 accounting firms, as mitigating factors. The paper's methodology combines advanced regression analysis with propensity score matching to validate the causal relationship between managerial myopia and ESG performance, controlling for potential endogeneity and selection bias. The findings suggest that managerial myopia indeed poses a significant challenge to achieving high ESG standards, with implications for both policymakers and corporate governance practices. This study contributes to the broader discourse on corporate sustainability by linking managerial cognitive traits to ESG performance, with a specific focus on the Chinese market, thereby enriching the understanding of ESG dynamics in emerging economies.

Pension funding gaps: do mandated external governance mechanisms matter?

PurposeThis study aims to examine whether and how the experience of specialized external governance mechanisms mandated by the Employee Retirement Income Security Act of 1974 – the actuary and auditor – affect pension plan funding.Design/methodology/approachThis study uses data from annual pension plan regulatory reports (Form 5500), Form 10-K filings, Form DEF 14A filings (company proxy statements) and publicly available data sources. The hand-collected data include information related to the pension plan’s actuary and auditor and various pension plan data disclosed in the company’s financial statement footnotes.FindingsThe author finds that more experienced actuaries and auditors are associated with better funded pension plans, especially when the company has higher financial risk or lower board independence. Additional analyses indicate that companies with more experienced actuaries and pension plan auditors are more likely to make higher annual pension plan contributions and hold fewer Level 3 fair value assets.Originality/valueThe dearth of pension plan governance research generally focuses on whether and how internal governance mechanisms affect pension plan funding. To the best of the author’s knowledge, this is the first empirical study of the relationship between external pension plan governance mechanisms and pension plan funding.

The moderating role of duality split on the relationship between CEO narcissism and earnings management

Purpose The purpose of this study is to examine the moderating effect of an exogenous corporate governance shock that curbs Chief Executive Officers’ (CEOs) power on the relationship between CEO narcissism and earnings management practices. Design/methodology/approach The authors performed a quasi-experiment using a differences-in-differences approach to examine Brazil’s duality split regulatory change on 101 Brazilian public firms during the period 2010–2022. Findings The main findings indicate that the introduction of duality split curtails the positive influence of CEO narcissism on earnings management, suggesting that this corporate governance regulation may act as a complementary corporate governance mechanism in mitigating the negative consequences of powerful narcissistic CEOs. Further robustness checks indicate that the results remain consistent after using entropy balancing and alternative measures of CEO narcissism. Practical implications In emerging markets, where governance systems are frequently perceived as less than optimal, policymakers and regulatory authorities can draw insights from this enforcement to shape governance systems, reducing CEO power and, consequently, improving the quality of financial reporting. Originality/value To the best of the authors’ knowledge, this is the first study to examine whether a duality split mitigates the influence of CEO narcissism on earnings management. Thus, this study contributes to the corporate governance literature that calls for research on the effectiveness of external corporate governance mechanisms in emerging markets as well as the CEO narcissism literature that calls for research on moderating factors that could curtail negative consequences of narcissistic CEO behavior.

Can common institutional ownership inhibit the formation of zombie firms? Evidence from China

The survival of zombie firms severely crowds out healthy corporate investment and employment growth, eventually undermining economic growth potential. Hence, how to properly address the problem of corporate zombification is an essential part of achieving high‐quality economic development in China. In recent years, the phenomenon of common institutional ownership has become increasingly widespread in the capital markets and has a significant impact on the strategic decisions of companies. There are currently two views on the corporate governance role of common institutional ownership: the synergistic governance effect and the collusive fraud effect. Using data from Chinese‐listed firms from 2009 to 2021, this paper finds that common institutional ownership can significantly inhibit the formation of zombie firms. The higher the degree of their linkage and the greater the shareholding, the more pronounced the synergistic effect. The findings remained valid after considering the endogeneity issue and conducting robustness tests. Furthermore, the mechanism test suggests that common institutional ownership inhibits the formation of zombie firms by improving internal control quality and reducing agency costs. This paper contributes to the study of how to inhibit the formation of zombie firms by identifying common institutional ownership from the perspective of external governance mechanisms. In addition, this paper enriches the research on the economic consequences of common institutional ownership. Finally, various practical implications for policymakers may be realised, which may help curb the trend of corporate zombification through equity‐based instruments.

Internal corporate governance and cash holdings: the role of external governance mechanism

Internal corporate governance and cash holdings: the role of external governance mechanism

Governance and competitiveness evaluation of China's financial asset management corporations.

With the development of non-performing assets market and the requirement of maintaining national financial security and stability, asset management corporations (AMC) have set up in recent years, facing the dilemma of governance reform and competitiveness improvement. This paper puts forward the Governance-Performance-Competitiveness theory of asset management corporations, and constructs the comprehensive competitiveness evaluation index system of based on internal and external governance mechanisms, and studies the factors and degrees of internal and external governance affecting competitiveness by combining principal component analysis method and grey correlation analysis method. The empirical results show that the asset scale and profitability of asset management corporations directly determine their competitiveness level to a large extent, and the correlation between external governance mechanism and competitiveness is stronger than that of internal governance mechanism. Clustering and grouping are conducted based on the size of competitiveness, and China's local asset management corporation system presents a diamond structure. China's local financial asset management corporations should strengthen the top-level design of internal governance, attach importance to external governance, expand and strengthen the asset scale, and carry out full-chains business while implementing a differentiated development model to achieve sustainable development when adhering to the principal business of non-performing assets.

Board competence and green innovation—Does external governance matter?

AbstractPrevious research examining the link between board attributes and ecological strategies such as green innovation has primarily focused on structural board attributes, yielding mixed findings. Moreover, the critical contextual grounds that shape the relationship between board attributes and green innovation have often been overlooked, leading to potential biases in empirical investigations. Considering that competence drives outstanding performance, we developed a unique measure of board competence that represents the board's intrinsic ability to perform in corporate strategies. Drawing on a holistic perspective of agency, resource dependence, and stakeholder theories, we posit a strong relationship between board competence and green innovation. Furthermore, we contend that this association is moderated by external governance mechanisms, namely audit quality, media coverage, and imitative pressure. Through our analysis of publicly traded Chinese companies, we found compelling evidence to support our assertions. These findings have important implications for policymakers, practitioners, and managers.

Attracting institutional investments to emerging markets: The case of Turkiye

AbstractUnderstanding institutional investors' investment criteria in emerging markets is essential because they typically make large investments without control rights or protection of the rule of law. This study undertakes an investment criteria investigation of institutional investors in Turkiye. The sample covers real and financial sector companies to investigate sectoral differences in Borsa Istanbul‐listed firms for 2010–2021. Using a panel data approach, we show that the presence of growth options, generous payout policy, attractive firm valuation, and quality of the external governance mechanisms are important factors in attracting institutional investors by real sector firms. Only a large firm size and the quality of the external governance mechanisms arise as important factors for financial sector firms. Moreover, institutional holdings positively impact the percentage shares of institutional investors during crisis periods among real sector firms, whereas they do not affect financial sector firms. Real‐sector and financial‐sector firms can use our findings to increase institutional ownership. Our results have important implications for institutional investors, individual investors, and market regulators to demand critical corporate governance practices.

Tax enforcement and investment efficiency–Based on the China's “VAT reform”

The impact of tax enforcement on corporate financial accounting behavior has been widely concerned as an external governance mechanism. Based on the background of China's “VAT reform” pilot program in multiple provinces, this paper uses DiD method to test the impact of tax enforcement on corporate investment. We found that the "VAT reform" has suppressed inefficient investment behavior, which is mainly manifested in suppressing the excessive investment behavior of firms. This effect is more significant in regions with insufficient tax collection capacity, economically underdeveloped western regions, and private firms in China. Further research found that tax enforcement mainly improves the investment efficiency of firms by improving the corporate information environment and restraining the level of earnings management; the "Golden Tax III Project" promotes the improvement of tax enforcement technology and further improves the investment efficiency. The research results show that the changes in tax enforcement by China's "VAT reform" can improve the corporate information environment and play a corresponding governance role, thereby enhancing the efficiency of investment and promoting the efficiency of resource allocation.

Indigenous activism debut in Brazil: the case of Rumo

Learning outcomes By the end of the case study discussion, it is expected that students will have learned to assess what makes it likely that firms will respond to episodes of stakeholder activism; establish the interplay between nonmarket strategies and corporate governance mechanisms in assessing shareholder activism; explain about the board of directors as a corporate governance mechanism; evaluate the threats of nonmarket dimensions as a strategic response from the board; and understand the impact and increasing power of shareholders over board decisions. Case overview/synopsis In April 2019, to pressure Rumo S.A. regarding the duplication of the Itirapina–Cubatão railroad, indigenous peoples from 12 São Paulo villages bought six Rumo shares, which were quoted on Tuesday, April 23, 2019, at around BRL17 each. Duplication of the railroad started in 2011 and affected the lives of the Indians. The company promised to implement more than 100 improvements to the villages, but as of 2019, half of the improvements were at a standstill. After buying enough shares to entitle them to participate in the annual general meeting (AGM) of shareholders, the Indians went to Rumo’s AGM to voice their concerns and show how the villages had been affected. It was the audit committee that needed to discuss and solve the case of the indigenous peoples. What steps would Rumo take next? What was the best thing to do with regard to the claims of the Indians? This case shows the start of corporate activism in Brazil. This case reports the dilemma that Rumo faced with the indigenous activism at the beginning of 2019 because of the expansion of their railroad network across indigenous lands. Complexity academic level This case is suited for a class in which the students are exposed to a corporate governance framework and internal and external governance mechanisms. The case can be applied at the graduate and executive levels in relevant courses such as corporate governance, corporate responsibility, strategic management, and the stock market. Supplementary material Teaching notes are available for educators only. Subject code CSS 11: Strategy.

Effectiveness of governance mechanisms on bank financial performance in a changing world: evidence from a Small Island Developing States

The unique Coronavirus has speedily spread all over the world distressing all economies around the globe. This epidemic is not simply a health issue because it has affected the whole world in diverse facets due to the governmental measures taken to combat against it such as lockdowns, movement restrains, and social distancing strategies. It has also caused substantial damage to each part of the banking system as well as its performance where Small Island Developing States (SIDS) is not an exception. Thus, this study contributes to the limited literature by providing the first empirical evidence on the impact of covid19 on the role of internal and external Corporate Governance (CG) mechanisms in relation to bank performance (BP) in a SIDS. The purpose of this study is to evaluate the effectiveness of governance mechanisms on BP during pandemic and also look for whether the covid19 as a moderator has affected the CG variables in relation to BP. To answer the research questions, all the 18 banks operating in Mauritius from the years 2020-2022 are considered. Mauritius because it is one of the strongest economies with a ranking of second among SIDS. As per the result of this study, there is sufficient evidence to conclude that CG mechanisms are effective as some explanatory variables such as OI, AUDC, and CEOD are helpful in anticipating BP as measured by ROA, ROE, and NIM during the pandemic. Therefore, Ho is not rejected. That is, governance mechanisms are effective in relation to BP in this changing world. The evidence suggests that the adherence to CG mechanisms lead to some improvement in performance. Therefore, it is possible to minimise the adverse impact of covid19 on BP through effective governance.However, the result from moderated multiple regression (MMR) has confirmed that the insignificant effects of BIND, BDIVER, and BoSIZE on performance of banks recorded from both fixed effect model regression and dynamic panel data estimation results were due to covid19.In order to curtail the adverse effect of covid19 pandemic, the organistaion and board should recognise opportunities and build new strategies to acclimate to the uncertainties caused by the covid19 pandemic. Banks should also adhere effectively to the code of CG and not just to fulfill the legal requirements.

Examining the intervening effect of earning management in governance mechanism and financial misstatement with lens of SDG and ESG: a study on non-financial firms of Pakistan.

In today's corporate world, a company's long-term viability and prosperity depend on its corporate governance practices. The present study investigates the interplay between financial misrepresentation, earnings management, and corporate governance within the context of Pakistan. To estimate the financial data of enterprises obtained from non-financial organizations listed on the Pakistan Stock Exchange a panel regression analysis was conducted. The analysis covered the time from 2009 to 2020 and employed quantitative data. The findings of the study show that the different aspects of corporate governance mechanisms have varying levels of influence. Specifically, remuneration paid to directors had a significant impact on financial misstatement, while the size of the board strongly impacts the earning management. The financial misstatement was also found affected by the earning management. The M score (statistical model used to predict the probability of financial misstatement) positively influenced when board diligence was incorporated in the mediation of earning management. It is important to note that this study only considers the internal governance mechanisms of firms, suggesting that future research could benefit from the inclusion of external governance mechanisms for a more holistic model. This study is aligned with the ESG's governance aspects and SDG-17, providing valuable insights for specialists, financial backers, policymakers, and experts. The results of this study catalyze further research in this area and can aid in achieving SDG 17 by raising awareness of the significance of good governance practices, ethical reporting that leads to sustainable firm performance, and ensuring long-term economic growth and development.

External governance mechanisms and capital structure: A cross-country analysis

This paper seeks to examine how external governance mechanisms related to shareholder protection and creditor rights affect the choice of corporate leverage. The main objective of the study is to examine the relationship between country-level investor protection and the choice of capital structure at the firm level. The sample includes 7490 companies from 40 countries. Data were collected from all publicly listed companies between the years 2013 and 2022, listed in the Van Dijk ORBIS Bureau, based on the fiscal year 2022. This paper opts for the panel data methodology. The results suggest that companies leverage themselves consistently with the Pecking Order Theory. It was observed that the mechanisms associated with the protection of both classes of investors (i.e., shareholders and creditors) significantly influence the capital structure of the companies. The results were robust to several variations in the model studied and indicate that greater investor protection makes firms less likely to use third-party capital. The opposition of insiders (executives and majority shareholders) to debt’s moderating role at their managerial discretion may be the driving force behind this. The differential of the study lies in the distinction between the mechanisms that affect the protection of minority shareholders and those that affect the rights of creditors.

Minority shareholder protection, corporate governance, and investment efficiency

In 2016, the China Securities Investor Service Center (CSISC) held 100 shares of listed firms and exercised its rights as a minority shareholder in pilot regions. Using the hand-collected exercise data and a propensity score matching and difference-in-difference (PSM-DID) design, this study examines whether and how enhanced minority shareholder protection affects investment efficiency and explores the relationship among external governance mechanisms. We find that the exercise of rights by CSISC alleviates corporate underinvestment, especially for non-state-owned enterprises and firms with high levels of pre-existing tunneling activities and cash holdings. Furthermore, we document that the effect is more pronounced for firms audited by non-Big 4 and covered by fewer analysts, suggesting a substitutional relationship among external governance mechanisms. Collectively, our paper complements the studies concerning shareholder protection and renders practical references for regulators and policy-makers. Minority shareholders should not only be well-informed but also actively encouraged to enhance their engagement in corporate governance.

The impact of foreign ownership on the media’s role in curbing insider trading around private meetings

This paper investigates whether the media, as an external governance mechanism, constrains insider trading. In addition, we study two competing views of foreign ownership as an internal corporate governance mechanism – better monitoring and short-termism – by investigating the interaction effects of foreign ownership and the media on insider trading profitability. Using a unique database of private in-house meetings from 2012 to 2017, we find that media coverage is positively related to insider trading profitability, demonstrating the media’s failure as an external governance mechanism in curbing corporate insider trading. This positive relationship is stronger when foreign ownership is present, either in the form of foreign portfolio investment or foreign direct investment. Our finding that certain types of foreign investment worsen the media’s role in disciplining insider trading prompts the public to think more critically about the monitoring role of the media and foreign investment in private meetings.

Common institutional ownership and green innovation in family businesses: Evidence from China

AbstractGiven the ubiquity of family businesses and the growing importance of ecological sustainability, it is crucial to promote family businesses to carry out green innovation activities and enhance their green innovation capability. In recent years, the prevalence of common institutional ownership in capital markets has attracted the attention of the academic community. Drawing on socioemotional wealth theory and strategic reference point theory, this paper tries to explore the impact of common institutional ownership on green innovation in family businesses. Using data from Chinese‐listed family businesses from 2009 to 2021, this paper finds that common institutional ownership can facilitate green innovation in family businesses. The higher the degree of their linkage and the greater the shareholding, the more pronounced the synergistic effect. The findings remained valid after considering the endogeneity issue and conducting robustness tests. The mechanism test suggests that common institutional ownership enhances green innovation in family businesses by improving the internal control quality and reducing financing constraints. This paper contributes to the study of how to effectively facilitate green innovation in family businesses by identifying the common institutional ownership from the perspective of external governance mechanisms. In addition, this paper enriches the research on the economic consequences of common institutional ownership. Finally, various practical implications for family businesses and policymakers may be realized, which may help family businesses to enhance their green innovation capabilities and contribute to the green transformation of society.

Local government debt and earnings management: evidence from China

PurposeThis study examines the effect of local government debt (LGD) on corporate earnings management using 25,624 firm-year observations from 2007 to 2019.Design/methodology/approachPooled ordinary least squares (OLS) regression is used to examine the impact of LGD on earnings management. A difference-in-differences (DID) method is also used to alleviate potential endogeneity.FindingsResults show that LGD motivates firms to increase earnings management, especially income-decreasing earnings management. Findings are robust to DID method and robustness tests. Heterogeneity analyses show that the positive effect of LGD on earnings management is pronounced in firms with political dependence and moderated by external governance mechanisms. Further discussions indicate that tax enforcement is an underlying channel for LGD to affect earnings management. Firms engage in downward real earnings management by increasing their abnormal discretionary expenditures and higher LGD leads to a greater book-tax difference in those firms that manipulate income-decreasing earnings management.Originality/valueThis study contributes towards examining the political costs hypothesis, the microeconomic effects of LGD and the determinants of earnings management.

External tournament incentives and corporate social irresponsibility

AbstractWe integrate the perspectives of tournament and agency theories to examine whether, how, and when external tournament incentives influence firms' corporate social irresponsibility (CSI). Using data on Chinese listed companies from 2003 to 2020, we show that external tournament incentives positively affect firms' CSI. Essentially, CEOs can use CSI to rapidly improve the firm's short‐term performance and thus increase their chances of winning external tournaments. Therefore, CEOs have an incentive to push companies to implement more CSI in response to external tournament incentives. Meanwhile, we find that good external corporate governance mechanisms (short‐selling pressure, marketization, and social trust) inhibit CEOs' opportunistic tendency to use CSI in response to external tournament incentives, thus attenuating the positive impact of external tournament incentives on CSI. This study extends the literature on external tournament incentives and CSI and provides important insights for shareholders and policymakers to effectively curb CSI.