Shareholder Structure Research Articles

Anonim Ortaklıkta Gündeme Bağlılık İlkesi ve İstisnaları

Joint-stock companies are one of the indispensable actors of economic life, which causes the unused small savings to be combined into a large capital and their effects on production are undeniably high. Due to their shareholding structure, many people can join the company as partners. Since they are capital companies, most of the joint-stock company partners are people from different professions and are not directly involved in partnership activities. What is important for these people is the return that will be reflected in the capital set for the company. Therefore, the interest to the meetings is very low, and the agenda items must be determined in order to increase participation and fully protect the rights of the shareholders. In the Turkish Commercial Code numbered 6102, the provision titled Agenda has been put into practice after a comprehensive amendment with the new regulation added to the last paragraph. One of the important innovations is the enactment of the mentality that was previously accepted by the case law and doctrine that allowed the members of the board of directors to be dismissed at every ordinary general assembly. Although there is a principle of strict adherence to the agenda in the Old Commercial Code, the exceptions brought by the Regulation on the General Assembly of Capital Companies and the Commissioners of the Ministry of Industry and Trade to Attend These Meetings published by the Ministry of Industry and Trade have lost its validity within the framework of the regulation in our new Turkish Commercial Code. . This study was prepared by taking into account the provisions of the Turkish Commercial Code, covering the agenda, the principles of commitment to the agenda and the exceptions to this principle.

Shareholders’ Rights and Litigation — A Solution for Japanese Companies Act and Comparative Law Analysis regarding Hypothetical Case

As for the liability of the majority shareholders, for example, from the viewpoint of comparison with Italian law, there were the following interesting comments as to Japanese law in this case. “in the Japanese solution, the majority of shareholders is protected against the will of the minority (even in case of conflict of interest!), and directors are responsible for misconduct, even if they were under the pressure of shareholders (even in case of conflict of interest!). It is my understanding, that majority shareholders have more power in Japan than in Italy and they are less likely to held accountable for certain actions (such as putting pressure on directors in case of conflict of interest for self-gain).” I believed that the Japanese law, which is not duty of loyalty structure of majority shareholders, but a responsibility of directors who act under the pressure of majority shareholders to the detriment of minority shareholders, is rational.

The Effect of Internal Control on Financial Risk of Chinese Listed Companies

Since the start of the 21st Century, there have been frequent instances of financial fraud in listed companies, which have exposed defects in internal control systems and aroused unprecedented attention from both theoretical and practical circles. Therefore, the purpose of this study is to verify that an internal control system can actually reduce an companies’ financial risk. Taking a sample of 300 A-share listed companies in China from 2016 to 2018, this paper proposes the hypothesis that the five elements of internal environment, risk assessment, control activities, information and communication, and internal supervision are related to financial risk. Using Z-Score Model, the results show that the five factors are negatively correlated with financial risk, with the correlations between financial risk and internal environment, control activities, and internal supervision being more significant. This study suggests that we should speed up the improvement of government supervision and management systems related to internal control. Also, companies should improve the independent board director system and establish a balanced shareholding structure.

Struktur kepemilikan saham terhadap profitabilitas dan nilai pada perusahaan perbankan

This study aims to determine the effect of managerial and public ownership structures on profitability at the Foreign Exchange National Private Commercial Banks (BUSN), determine the effect of managerial and public ownership structures on firm value at Foreign Exchange National Private Commercial Banks (BUSN), and determine the effect of profitability on firm value in Foreign Exchange National Private Commercial Banks (BUSN). This research method uses descriptive quantitative as a type of research. The population is 35 banking companies, while the sample is 17 banking companies whose financial statements are listed on the Indonesia Stock Exchange. The date were collected through secondary data in the form of documents, namely financial reports for 2016 - 2018. The data analysis technique uses multiple regression analysis. The results showed that there was no influence of managerial share ownership structure on profitability and firm value. Furthermore, there is a significant effect of public share ownership structure on profitability while firm value has no significant effect. The implication is that managerial roles and participation are needed in this case the share ownership structure in order to increase the profitability and value of banking companies such as other companies listed on the Indonesia Stock Exchange.

Is equity crowdfunding always good? Deal structure and the attraction of venture capital investors

This paper provides evidence that equity crowdfunding has implications for firms long after the capital raised through the campaign is injected. Using a unique dataset of 290 firms that successfully fundraised via the two most prominent UK equity crowdfunding portals, we examine how different shareholder structures, namely the nominee vs. the direct shareholder structure, affect the attraction of venture capital financing. From the comparison with a control group of twin firms that did not receive any external seed financing, we find that a successful equity crowdfunding campaign facilitates the attraction of VC financing. This association is stronger for equity crowdfunding campaigns with a nominee shareholder structure, while it results weaker when the direct shareholder structure is chosen. Compared to a different control sample of angel-backed firms, receiving equity crowdfunding through a nominee structure facilitates the attraction of VC financing.

Multiple large shareholders and corporate environmental protection investment: Evidence from the Chinese listed companies

Agencies can reduce problems by adopting a governance structure of multiple large shareholders. However, multiple large shareholders may collude, thereby reducing the behavior that can create long-term value for the company. This paper uses a sample of companies listed on the Shenzhen and Shanghai stock exchanges between 2008 and 2017 to investigate the relationship between multiple large shareholders and corporate environmental protection investment (CEPI). We find that multiple large shareholders will significantly reduce CEPI. Specifically, external supervision and a company’s ownership structure affect the relationship between multiple large shareholders and CEPI. In addition, after participating in SOEs, non-state-owned shareholders will significantly improve CEPI of SOEs.

Shareholder Structure and Dividend Policy in the Developed Markets of Asia-Pacific

The objective of this study is to examine the relationship between the shareholder structure and dividend policy of an entire region – the developed markets in the Asia-Pacific region. The results show that at least three shareholder groups influence the dividend policy of companies. The group of investment advisors favours higher dividend payments. However, the greatest likelihood to receive extraordinary dividend payments is with shares of companies with a high stake of government investors. Further, the group of minority shareholders show a negative influence, which might be affected by the low interest-rate period and hence the lack of alternative investment opportunities for members of this group.

Can multiple large shareholders promote corporate social responsibility?

PurposeThis study aims to examine the relationship between an ownership structure with multiple large shareholders and corporate social responsibility (CSR) with regard to Chinese-listed companies.Design/methodology/approachMultiple regression analysis was used on 4,940 samples of 884 listed companies in China for the period 2009–2017, to empirically test the influence of an ownership structure on enterprises’ fulfillment of social responsibility. Moreover, the propensity score matching–difference in differences and Heckman two-stage approaches were used for the robustness of the regression results.FindingsThe results show that ownership structures with multiple large shareholders can promote social responsibility. The check-and-balance ability of non-controlling large shareholders, corporate information transparency and corporate system environment moderate the relationship between multiple large shareholders and CSR engagement.Originality/valueThis paper complements prior studies on the ownership structure of multiple large shareholders. The findings enrich the literature on corporate governance and CSR. The results also reveal information about the situational factors, helping identify the mechanism through which the ownership structure of multiple large shareholders affects CSR.

Is Equity Crowdfunding Always Good? Deal Structure and the Attraction of Venture Capital Investors

This paper provides evidence that equity crowdfunding has implications for firms long after the capital raised through the campaign is injected. Using a unique dataset of 290 firms that successfully fundraised via the two most prominent UK equity crowdfunding portals, we examine how different shareholder structures, namely the nominee vs. the direct shareholder structure, affect the attraction of venture capital financing. From the comparison with a control group of twin firms that did not receive any external seed financing, we find that a successful equity crowdfunding campaign accelerates the attraction of VC financing. This association is stronger for equity crowdfunding campaigns with a nominee shareholder structure, while it weakens when the direct shareholder structure is chosen. Compared to a different control sample of angel-backed firms, equity crowdfunded firms with a direct shareholder structure are slower in receiving follow-on VC financing, while receiving equity crowdfunding through the nominee structure accelerates the attraction of follow-on VC financing.

The Independent Director System in Chinese Boards

The purpose of this paper is to show whether the newly instituted independent director system implemented by the CSRC (China Securities Regulatory Commission) which took into force in 2002 has fulfilled its original objective of stopping misdeeds of controlling shareholders. This mandatory requirement demands that at least one-third of the entire board of each listed firm in China be independent directors. As to the question of whether or not this newly installed independent director system has made a difference in improving the prevailing corporate structure of listed firms in China, there has been no definitive affirmative or negative response among experts on corporate governance regime of China. Against this background, this paper argues that for effective transplant and workings of the independent director system in the context of the state-controlling shareholding structure, two supplementary legal systems such as court active guidance and regulation of the standard of fiduciary duties and derivative suits need to be developed further. Notwithstanding the urgent need of these legal supplementary institutions, in light of gaping failures in ensuring that Chinese courts and judges cope with and work as an effective judicial institution in applying standard of corporate fiduciary duties and using the derivative action as a vehicle for fiduciary claims, thus suppressing and deterring the illegalities of controlling shareholders that harm listed companies, the independent director system appears to have fallen short of its stated objective.

ANALISA FAKTOR-FAKTOR YANG MEMPENGARUHI DIVIDEND PAYOUT RATIO (Studi Empiris pada Perusahaan Manufaktur yang terdaftar di BEI 2015-2017)

Abstract- The objective of the research is to obtain empirical evidence of the effect of Return on Assets, Current Ratio, Debt to Equity Ratio, and Managerial Ownership towards Dividend Payout Ratio. Companies need to know any factors to determine the optimal dividend policy. The sample in this research is selected by using purposive sampling method and the secondary data used in this research was analyzed by using multiple regression method. The total amount of sample in this research is 13 firms which is registered as manufacturing sector in BEI for the year 2015-2017; published financial reports using Rupiah currency; audited by independent auditor; published financial reports for January 1 until December 31 periods, have positive net income, declared cash dividend, did not do stock split/ reverse stock split; and have managerial ownership on shareholders structure. The result of this research are Return on Assets, Current Ratio, Debt to Equity Ratio, and Managerial Ownership simultaneously has significant effect towards Dividend Payout Ratio. Partially, variable Return on Assets, and Managerial Ownership have positive significant effect on Dividend Payout Ratio. While Current Ratio and Debt to Equity Ratio does not have significant effect towards Dividend Payout Ratio.

Exploration of Mixed Ownership of New Energy State-owned Enterprises Based on Stackelberg

Aiming at the dynamic game between the government, social capital and employees in the process of mixed ownership reform of state-owned new energy enterprises. From the perspective of the government, author considers the incentive effect of the reasonable shareholding structure on the social capital side and the employee side, and establishes the Stackelberg complete information dynamic game model with the expected return of the three parties as the decision goal. Solving by the inverse induction method, the ratio of each party under equilibrium is obtained. Then, the reform is the energy-saving wind power in the case of the simulation reform. The research results show that the established Stackelberg model can well divide the new energy ownership structure of state-owned enterprises, complete the reform of mixed ownership, and optimize the three-way income.

COMPARATIVE ANALYSIS OF JOINT STOCK COMPANIES OF KAZAKHSTAN AND FOREIGN COUNTRIES

The market transformation of Kazakhstan’s economy has caused a revival of Kazakhstan’s shareholdinglaw. Among the most important players in the market economy of any country that has alreadyreached the required level of capital-building are economic partnerships and societies.In today’s market transformation, the company as an organizational form of business takes on specialimportance. The classic function of the company is to attract and long-term accumulation of capital. Theavailability of capital is vital for businesses. The shareholder form is optimal for anonymously combininga large number of participants, allows to attract additional investments by issuing shares, “removes” thedifferences between different forms of capital and thus facilitates their overflow ingessing out industryin the industry. Economic growth needs investment. One of the most effective ways to concentrate freeresources and turn them into investments are joint-stock companies.Method of research. The methodological basis of scientific research is a set of methods of scientificknowledge, among which the leading place is occupied by the dialectical method. This scientific articleuses General scientific methods of cognition, which, first of all, should include formal logical methods(analysis, synthesis, induction, deduction, analogy), as well as special legal methods (formal legal, themethod of comparative law and system analysis).The theoretical basis of the study was the theoretical and scientific-practical work of Russian scientistson the legal regulation of share capital, changes in the structure of shareholders in the reorganizationof joint-stock companies, including the change of ownership of a joint-stock company, as well asfundamental work in the theory of civil and corporate legislation.Key words: joint-stock company, legal entity, entrepreneur, authorized capital, legal status, procedureof creation, activity, rights and obligations of shareholders, procedure of formation and functioningof bodies of joint-stock company.

A qualitative research on selected performance indicators for investment decision process: a framework for fintech startups in Turkey

Purpose- The purpose of this study is to help investors in their decision-making process in funding Financial Technology (FinTech) Startups by developing a framework of key performance indicators for effective financial resource allocation. A better understanding of investors’ point of view for FinTech Startups is also targeted. Methodology- The study is conducted as structured face-to-face interviews with a sample of four angel investors and four venture capitals. In the interviews, selected indicators from the literature and finance industry experts’ declarations were presented in four groups: Firm, Owner/Founder, Financial or Marketing/Procurement Characteristics. It was asked whether these indicators were used in the decision-making process or were there extra indicators not listed here. Findings- The widely accepted indicators were found shareholder structure, experience of major decision makers, increase in net sales, existence and amount of VC or other funding, number of clients, serving to consumers or businesses and expected developments in the startup’s sector. Conclusion- Results of this study may help investors in their decision-making process in funding FinTech Startups FinTech startups are also targeted to have a better understanding of investors’ point of view. This study contributes to the common understanding on investment dynamics in Turkish FinTech ecosystem, which is expected to have a major role in FinTech industry.

Institutional Ownership and Governance

This paper describes different forms of ownership across countries and how these forms influence the way companies are governed. In most stock markets in the world, listed companies frequently have a controlling shareholder, usually a family. However, Japan, the UK, and to a lesser extent the US, are exceptions. In these three countries, ownership is frequently highly fragmented, where share stakes are held by different institutional owners, including asset managers, both active and passive, and by shareholder activists. The paper focuses in particular on the governance structure of different institutional shareholders, how they engage with target firms, and their effectiveness. The paper concludes with recommendations for regulators to enhance different forms of ownership.

Institutional ownership and governance

AbstractThis paper describes different forms of ownership across countries and how these forms influence the way companies are governed. In most stock markets in the world, listed companies frequently have a controlling shareholder, usually a family. However, Japan, the UK, and to a lesser extent the US, are exceptions. In these three countries, ownership is frequently highly fragmented, where share stakes are held by different institutional owners, including asset managers, both active and passive, and by shareholder activists. The paper focuses in particular on the governance structure of different institutional shareholders, how they engage with target firms, and their effectiveness. The paper concludes with recommendations for regulators to enhance different forms of ownership.

Pyramidal Ownership Structure and Firms’ Audit Fees

ABSTRACT Using the sample of listed firms in China from 2004 to 2014, this paper investigates the impact of pyramidal ownership structure on firms’ audit fees. The results show that (1) generally, the greater the number of pyramidal layers, the more audit fees the firm pays; (2) compared with non-state-owned firms, this relationship is weaker in state-owned firms. Additional tests show that the number of pyramidal layers has a stronger impact on audit fees in firms whose voting rights and cash flow rights are separated. However, CEO duality and management ownership do not affect this relationship. Moreover, in state-owned firms, the positive relationship between the number of pyramidal layers and audit fees only exists in those firms whose ultimate controllers’ administrative level is lower. This paper expands the studies on the consequences of pyramidal ownership structure and introduces shareholding structure into the research on determinants of audit fees.

Stewardship Norwegian-Style: Fragmented and State-Dominated (but not without potential?)

An important part of the current corporate governance trend is shareholder ‘empowerment’, a policy shift making corporate managers accountable to the shareholders as perceived ‘owners’ of the company. According to this policy thinking, the corporate boards should focus on monitoring on behalf of the shareholders, rather than managing the company independently. Shareholders should ‘engage’ with companies on issues ranging from strategy to corporate responsibility, issues that company law assigns to the board. This trend has been reflected not only in corporate governance codes, listing rules, company legislation, European Union directives and transnational regulatory standards but also as a ’stewardship trend’, which we have seen in the 2017 reform of the 2007 European Union Shareholders’ Rights Directive (SHRD II). A number of European jurisdictions have seen the emergence of specific ’stewardship codes’. According to the arguments behind the codes (and also in stewardship regulation such as SHRD II), encouraging shareholders to act as ‘stewards’ is a way forward not only towards better corporate governance in the mainstream, economics-focused sense, but also towards more sustainable and responsible companies in light of the environmental and social challenges we as a global community face. The stewardship concept is widely connected to institutional investors, referring to the actions that asset managers can take in order to enhance the value of the companies that they invest in on behalf of their own beneficiaries. However, the nature of stewardship varies from jurisdiction to jurisdiction based on shareholder structures. In the Nordic region (similar to many Asian jurisdictions), the role of states, sovereign holding companies and wealth funds, other public market actors such as public pension funds, families, family-controlled investment companies and family-based foundations is significant compared to (other) national and international institutional investors. In this paper, we discuss the peculiarities of Nordic stewardship before concentrating on Norway and Norwegian stewardship, which is dominated by the state and the municipalities, but also to some extent by private investors. The structure of the paper is the following. In Part II we discuss the Nordic stewardship in light of international stewardship discussion, before concentrating on Norway and the current regulatory framework of stewardship there in Part III. In Part III, we reflect on the Norwegian choices on stewardship against global trends and especially jurisdictions in Asia with similar shareholder structures, with strong state and family shareholders. Part IV concludes with some reflections on why a stewardship code is not needed in Norway. What Norway does need, is a clear and mandatory regulation to ensure that Norwegian business and finance contribute to the transition to sustainability. A stewardship code would not be a sufficiently strong measure. Conversely, it could hold Norwegian business and finance back in the face of the rapid developments on EU and international level.

The Effect of Ultimate Controller’s Changing on Cash Dividend Payment Tendency

Nowadays, since the most of individual investors provide money to company for real cash inflows, paying cash dividend, as the main way to pay money back to the investors, is definitely paid more attention to. But for the company, keeping money in itself can help to grab development opportunities in time. This essay reveals the possible outcomes in dividend policy because of the ultimate controller’s changing. Given to the results of existing research works and the data from Chinese listed companies, after exemplifying some typical cases, the conclusion can be illustrated clearly: The ultimate controller’s changing effect cash dividend payment by generating disputes of share transfer, complicating the pyramid-shaped shareholding structure, and damaging corporate governance and operating ability. Further more, auditing and cash dividend payment are substitutes for each other as corporate economic supervision tools. Meanwhile, auditing can reduce the negative influence of ultimate controller’s changing so that investors can get more cash dividend. This paper offers a new perspective for studies about the factors of cash dividend tendency and briefly discusses how the heated topic of auditing exerts influence on the relationship.

A Novel Sampling Strategy for Surveying High Net‐Worth Individuals—A Pretest Application Using the Socio‐Economic Panel

High‐wealth individuals are typically underrepresented or completely missing in population surveys. The lack of comprehensive national registers on high‐wealth individuals in many countries challenged previous attempts to remedy this under‐representation. In a novel research design, we draw on public data on the shareholding structures of companies as a sampling frame. Our design builds on the empirical regularity that high‐wealth individuals are likely to hold at least part of their assets in the form of shareholdings. Based on data from over 270 million companies worldwide, we select all individuals who are both German residents and registered shareholders of companies. In a pretest, we interviewed 124 households from a gross sample of 2,000 anchor persons. Our analysis shows that values of shareholdings from register data highly correlate with individual ranks in the wealth distribution, that the quality of personal information, particularly the residential address, is sufficiently high for subsequent interviewing, and that the approach can fill a major data and research gap in the study of high‐wealth individuals.