{"title":"New Japan’s Corporate Governance Code and its Scrutiny from the Perspective of 'Sustainable Growth of the Company and Improvement of Medium-to Long-Term Corporate Value' (Presentation Slides)","authors":"Hiroyuki Watanabe","doi":"10.2139/ssrn.3856185","DOIUrl":"https://doi.org/10.2139/ssrn.3856185","url":null,"abstract":"","PeriodicalId":343950,"journal":{"name":"Corporate Governance: International/Non-US eJournal","volume":"134 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2021-05-27","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"133566080","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
Using a dataset of cross-border mergers and acquisitions (MA however, the acquirer’s financial features and the target nation’s macroeconomic features are.
然而，使用跨境并购数据集(MA)，收购方的财务特征和目标国的宏观经济特征是。
{"title":"Cross-Border Mergers: What does Market reaction tell us about Post-Merger Performance?","authors":"C. Krishnan, Jialun Wu","doi":"10.2139/ssrn.3804781","DOIUrl":"https://doi.org/10.2139/ssrn.3804781","url":null,"abstract":"Using a dataset of cross-border mergers and acquisitions (MA however, the acquirer’s financial features and the target nation’s macroeconomic features are.","PeriodicalId":343950,"journal":{"name":"Corporate Governance: International/Non-US eJournal","volume":"35 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2021-03-01","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"114202070","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
Research Question This study investigates how and to what extent country‐level institutional characteristics, firm‐ and independent director‐level risk and responsibilities are related to independent director compensation, in terms of amount and design.
Research findings/Insights Using an international sample of 5,220 independent directors on 727 non‐financial listed firms in 16 countries, this study revealed that both country‐level institutional characteristics and firm‐ and director‐level agency account for the variation of independent director compensation amount. Firm‐level ESG‐related reputational risk and director‐level observable responsibilities on the board are strongly related to independent director compensation amount. These agency relationships vary in the different institutional settings. Country‐level director liability substitutes for firm‐level and director‐level monitoring. Firms conform to institutional pressures for independent director compensation design. Institutional embeddedness comes from the firm’s primary institutional environment and its exposure to foreign financial markets.
Theoretical/Academic implications This study develops a multilevel theory of the antecedents of independent director compensation. Firm‐ and director‐level agency issues are nested in, and interact with, the institutional context in which the agency relationship between shareholders and independent directors is embedded.
Practitioner/Policy Implications This study helps practitioners to understand how director liability regulations, a firm’s ESG‐related reputational risk and the specific responsibilities on the board are related to independent director compensation. It helps firms explain to shareholders (and stakeholders) how independent director compensation is determined. Firms should consider that the consequences of their ESG practices extend beyond direct costs. Policymakers can find our results useful when regulating on director liability and developing best practices.
{"title":"Country‐, Firm‐ and Director‐level Risk and Responsibilities and Independent Director Compensation","authors":"A. Melis, Luigi Rombi","doi":"10.1111/corg.12357","DOIUrl":"https://doi.org/10.1111/corg.12357","url":null,"abstract":"Research Question<br>This study investigates how and to what extent country‐level institutional characteristics, firm‐ and independent director‐level risk and responsibilities are related to independent director compensation, in terms of amount and design.<br><br>Research findings/Insights<br>Using an international sample of 5,220 independent directors on 727 non‐financial listed firms in 16 countries, this study revealed that both country‐level institutional characteristics and firm‐ and director‐level agency account for the variation of independent director compensation amount. Firm‐level ESG‐related reputational risk and director‐level observable responsibilities on the board are strongly related to independent director compensation amount. These agency relationships vary in the different institutional settings. Country‐level director liability substitutes for firm‐level and director‐level monitoring. Firms conform to institutional pressures for independent director compensation design. Institutional embeddedness comes from the firm’s primary institutional environment and its exposure to foreign financial markets.<br><br>Theoretical/Academic implications<br>This study develops a multilevel theory of the antecedents of independent director compensation. Firm‐ and director‐level agency issues are nested in, and interact with, the institutional context in which the agency relationship between shareholders and independent directors is embedded.<br><br>Practitioner/Policy Implications<br>This study helps practitioners to understand how director liability regulations, a firm’s ESG‐related reputational risk and the specific responsibilities on the board are related to independent director compensation. It helps firms explain to shareholders (and stakeholders) how independent director compensation is determined. Firms should consider that the consequences of their ESG practices extend beyond direct costs. Policymakers can find our results useful when regulating on director liability and developing best practices.<br><br>","PeriodicalId":343950,"journal":{"name":"Corporate Governance: International/Non-US eJournal","volume":"2 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2020-12-20","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"127928287","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
Decoding the Distribution of House Price & Income Mix Ratio (HPIMR) to Calculate the Proportionate Investments required for the Housing Demand as per Affordability in India at the Country Level
As per my paper published https://papers.ssrn.com/sol3/papers.cfm?abstract_id=3693316 on the House Price to Income Ratio, it was found that about 20 years of savings is required to afford a house especially for the middle to lower income groups.
This paper focuses on the investment distribution that are required at the country levels in India to resolve the housing crisis.
It is found that in order to resolve the housing crisis in the country, India actually needs to spend a fraction of the overall investment in the housing sector in order to take care of the housing needs of the majority of the population in the country.
Only about 17.7% of the overall investments that are done in the housing sector are required to clear the housing needs of 86% of the population of the country.
{"title":"Decoding the Distribution of House Price & Income Mix Ratio (HPIMR) to Calculate the Proportionate Investments required for Housing Demand based on Affordability in India at the Country Level","authors":"C. SenGupta","doi":"10.2139/ssrn.3731007","DOIUrl":"https://doi.org/10.2139/ssrn.3731007","url":null,"abstract":"Decoding the Distribution of House Price & Income Mix Ratio (HPIMR) to Calculate the Proportionate Investments required for the Housing Demand as per Affordability in India at the Country Level<br><br>As per my paper published https://papers.ssrn.com/sol3/papers.cfm?abstract_id=3693316 on the House Price to Income Ratio, it was found that about 20 years of savings is required to afford a house especially for the middle to lower income groups.<br><br>This paper focuses on the investment distribution that are required at the country levels in India to resolve the housing crisis.<br><br>It is found that in order to resolve the housing crisis in the country, India actually needs to spend a fraction of the overall investment in the housing sector in order to take care of the housing needs of the majority of the population in the country.<br><br>Only about 17.7% of the overall investments that are done in the housing sector are required to clear the housing needs of 86% of the population of the country.","PeriodicalId":343950,"journal":{"name":"Corporate Governance: International/Non-US eJournal","volume":"125 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2020-11-15","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"127477682","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
Alibaba, the NYSE-traded Chinese ecommerce giant, is currently valued at over $500 billion. But Alibaba’s governance is opaque, obscuring who controls the firm. We show that Jack Ma, who now owns only about 5%, can effectively control Alibaba by controlling an entirely different firm: Ant Group. We demonstrate how control of Ant Group enables Ma to dominate Alibaba’s board. We also explain how this control gives Ma the indirect ability to disable (and perhaps seize) VIE-held licenses critical to Alibaba, providing him with substantial additional leverage. Alibaba is a case study of how corporate control can be created synthetically with little or no equity ownership via a web of employment and contractual arrangements.
{"title":"Alibaba: A Case Study of Synthetic Control","authors":"J. Fried, Ehud Kamar","doi":"10.2139/ssrn.3644019","DOIUrl":"https://doi.org/10.2139/ssrn.3644019","url":null,"abstract":"Alibaba, the NYSE-traded Chinese ecommerce giant, is currently valued at over $500 billion. But Alibaba’s governance is opaque, obscuring who controls the firm. We show that Jack Ma, who now owns only about 5%, can effectively control Alibaba by controlling an entirely different firm: Ant Group. We demonstrate how control of Ant Group enables Ma to dominate Alibaba’s board. We also explain how this control gives Ma the indirect ability to disable (and perhaps seize) VIE-held licenses critical to Alibaba, providing him with substantial additional leverage. Alibaba is a case study of how corporate control can be created synthetically with little or no equity ownership via a web of employment and contractual arrangements.","PeriodicalId":343950,"journal":{"name":"Corporate Governance: International/Non-US eJournal","volume":"595 1 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2020-07-22","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"122725327","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
Did late Imperial Russia suffer from Malthusian pressures? In this paper, we use quarterly demographic and economic data from Moscow to answer this question using a VAR approach. In doing so, we provide the first application of this common methodology in economic history to pre-1913 Russia. We find signs that there was an escape from Malthusian pressures, but that this escape was a narrow one. Our findings are consistent with the existing literature depicting a low, but unsteadily increasing standard of living in Russia during the late imperial period.
{"title":"A Narrow Escape? Malthusian Pressures in the Late Imperial Moscow","authors":"E. Khaustova, Vadim Kufenko, Vincent J. Geloso","doi":"10.2139/ssrn.3652486","DOIUrl":"https://doi.org/10.2139/ssrn.3652486","url":null,"abstract":"Did late Imperial Russia suffer from Malthusian pressures? In this paper, we use quarterly demographic and economic data from Moscow to answer this question using a VAR approach. In doing so, we provide the first application of this common methodology in economic history to pre-1913 Russia. We find signs that there was an escape from Malthusian pressures, but that this escape was a narrow one. Our findings are consistent with the existing literature depicting a low, but unsteadily increasing standard of living in Russia during the late imperial period.","PeriodicalId":343950,"journal":{"name":"Corporate Governance: International/Non-US eJournal","volume":"5 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2020-07-15","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"117295021","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
In Japan, since 2013, Japanese corporate governance reform has been developed by Japanese Government initiatives. This paper provides a theoretical framework for understanding what Japanese corporate governance reform means for Japanese companies by an application of agency theory. Corporate governance is a structure which determines how shareholders delegate corporate control to managers and monitor managers’ business executions. Debates on corporate governance finally end in how we should resolve agency problems which decide what is the best measures to maximize corporate value by reducing agency costs deriving from an agency relationship between shareholders and managers. New Japanese reform further develops previously introduced measures for improving corporate governance in order to reduce agency costs. Now some changes in corporate financial results are recognized in stewardship reports by institutional investors. This reform is facilitated by an introduction of Japanese Stewardship Code and leveraged by a collaboration between Corporate Governance Code and Japanese Stewardship Code to seek a long-term corporate growth. Key to success to a corporate governance reform is a synchronized collaboration between these two codes, which puts burdens of execution on institutional investors who take stewardship activities effectuating a governance reform. Agency theory focused on principal costs provides us with interpretation of the reform and implication of possible changes in corporate governance and their solutions. One possible hint for solutions is disclosure of stewardship activities including engagement activities by institutional investors.
{"title":"What Does Japanese Corporate Governance Reform Mean?","authors":"Hiroyasu Omura","doi":"10.2139/ssrn.3572513","DOIUrl":"https://doi.org/10.2139/ssrn.3572513","url":null,"abstract":"In Japan, since 2013, Japanese corporate governance reform has been developed by Japanese Government initiatives. This paper provides a theoretical framework for understanding what Japanese corporate governance reform means for Japanese companies by an application of agency theory. Corporate governance is a structure which determines how shareholders delegate corporate control to managers and monitor managers’ business executions. Debates on corporate governance finally end in how we should resolve agency problems which decide what is the best measures to maximize corporate value by reducing agency costs deriving from an agency relationship between shareholders and managers. New Japanese reform further develops previously introduced measures for improving corporate governance in order to reduce agency costs. Now some changes in corporate financial results are recognized in stewardship reports by institutional investors. This reform is facilitated by an introduction of Japanese Stewardship Code and leveraged by a collaboration between Corporate Governance Code and Japanese Stewardship Code to seek a long-term corporate growth. Key to success to a corporate governance reform is a synchronized collaboration between these two codes, which puts burdens of execution on institutional investors who take stewardship activities effectuating a governance reform. Agency theory focused on principal costs provides us with interpretation of the reform and implication of possible changes in corporate governance and their solutions. One possible hint for solutions is disclosure of stewardship activities including engagement activities by institutional investors.","PeriodicalId":343950,"journal":{"name":"Corporate Governance: International/Non-US eJournal","volume":"65 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2020-04-01","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"131456662","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
This paper examines corporate governance and Climate Change risk management of transport industry in Hong Kong. This exploratory case study aims to investigate how the board of directors of an organization in the transport sector is addressing Climate Change risks through governance practices. Climate Change results from continued changes in climate pattern and the increase in frequency and intensity of extreme weather, and accordingly, every organization, especially the transportation company, is affected by the potential negative impacts caused by Climate Change, i.e. climate-related risks. We examine, to what extent, corporate governance plays a significant role in addressing climate-related risks. To answer this question, we reviewed several literature streams regarding the inter-relationship between climate-related risks, governance structure, board of directors and management. We also reviewed the literature on corporate governance and related theories, and regulatory policy in Hong Kong. Based on the interdisciplinary literature review, we developed a conceptual framework of our study and then we formulate the methodology. We selected 2 largest corporations, one from aviation and another one from railway, listed in Hong Kong Stock Exchange based on the criteria set by TCFD recommendations to conduct the study through two stages: secondary sourced data from annual report, sustainability report and website of the companies and primary sourced data through interview of sustainability manager. The research results suggest that governance structure and availability of resources have significant influence on the management of climate-related risks; however, external factors such as stakeholders show relatively less significant effects in influencing on the company’s policy on Climate Change. This study contributes to corporate governance and related theories in risks assessment on Climate Change and provides a picture of updated trend, phenomenon and framework in addressing climate-related risks for all stakeholders in Hong Kong.
{"title":"Corporate Governance and Climate Change Risk Management: A Case Study of Transport Industry in Hong Kong","authors":"C. Ko, Regina, H.M. Tai","doi":"10.2139/ssrn.3506543","DOIUrl":"https://doi.org/10.2139/ssrn.3506543","url":null,"abstract":"This paper examines corporate governance and Climate Change risk management of transport industry in Hong Kong. This exploratory case study aims to investigate how the board of directors of an organization in the transport sector is addressing Climate Change risks through governance practices. Climate Change results from continued changes in climate pattern and the increase in frequency and intensity of extreme weather, and accordingly, every organization, especially the transportation company, is affected by the potential negative impacts caused by Climate Change, i.e. climate-related risks. We examine, to what extent, corporate governance plays a significant role in addressing climate-related risks. To answer this question, we reviewed several literature streams regarding the inter-relationship between climate-related risks, governance structure, board of directors and management. We also reviewed the literature on corporate governance and related theories, and regulatory policy in Hong Kong. Based on the interdisciplinary literature review, we developed a conceptual framework of our study and then we formulate the methodology. We selected 2 largest corporations, one from aviation and another one from railway, listed in Hong Kong Stock Exchange based on the criteria set by TCFD recommendations to conduct the study through two stages: secondary sourced data from annual report, sustainability report and website of the companies and primary sourced data through interview of sustainability manager. The research results suggest that governance structure and availability of resources have significant influence on the management of climate-related risks; however, external factors such as stakeholders show relatively less significant effects in influencing on the company’s policy on Climate Change. This study contributes to corporate governance and related theories in risks assessment on Climate Change and provides a picture of updated trend, phenomenon and framework in addressing climate-related risks for all stakeholders in Hong Kong.","PeriodicalId":343950,"journal":{"name":"Corporate Governance: International/Non-US eJournal","volume":"166 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2019-12-19","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"123296431","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
We investigate the long-run effects of higher standards of corporate governance in the stock market. We consider Brazilian firms that switched from the traditional segment to the Nível 1, Nível 2 or Novo Mercado since 2000. We document that higher standards of governance result in significantly higher abnormal stock returns in the long run, controlling for firm and time fixed effects. The positive impact increased after the Global Financial Crisis, market microstructure has improved, and the market impact is stronger for financially healthy firms. Evidence suggests that committing to higher standards of corporate governance paid off for Brazilian firms in the long run.
{"title":"Does Good Corporate Governance Pay Off in the Long Run? Evidence From Stock Market Segment Switches in Brazil","authors":"Luiz Moura, Lars Norden","doi":"10.2139/ssrn.3243023","DOIUrl":"https://doi.org/10.2139/ssrn.3243023","url":null,"abstract":"We investigate the long-run effects of higher standards of corporate governance in the stock market. We consider Brazilian firms that switched from the traditional segment to the Nível 1, Nível 2 or Novo Mercado since 2000. We document that higher standards of governance result in significantly higher abnormal stock returns in the long run, controlling for firm and time fixed effects. The positive impact increased after the Global Financial Crisis, market microstructure has improved, and the market impact is stronger for financially healthy firms. Evidence suggests that committing to higher standards of corporate governance paid off for Brazilian firms in the long run.","PeriodicalId":343950,"journal":{"name":"Corporate Governance: International/Non-US eJournal","volume":"28 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2019-09-01","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"115090138","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
This paper employs a difference-in-differences approach to study whether a Chinese audit firm improves its competencies through organizational learning after one of its audit teams has a client cross-listed in the US. Among a group of companies that are listed only in China, we define those audited by firms that have cross-listed clients as the treatment group, and companies audited by other firms as the control group. We find an improvement in audit quality for the treatment group after their audit firms have cross-listed client experience in the US. A large-scale survey of auditors corroborates these findings and sheds light on specific actions undertaken by audit firms to facilitate learning. Both the empirical and survey results highlight the benefits of auditing cross-listed clients in the US and its positive externality on improving the audit quality of non-US-listed companies.
{"title":"Auditor Competencies, Organizational Learning, and Audit Quality: Spillover Effects of Auditing Cross-Listed Clients","authors":"Wei Luo, Yanhong Luo, Zhiming Ma, Rencheng Wang","doi":"10.2139/ssrn.3620533","DOIUrl":"https://doi.org/10.2139/ssrn.3620533","url":null,"abstract":"This paper employs a difference-in-differences approach to study whether a Chinese audit firm improves its competencies through organizational learning after one of its audit teams has a client cross-listed in the US. Among a group of companies that are listed only in China, we define those audited by firms that have cross-listed clients as the treatment group, and companies audited by other firms as the control group. We find an improvement in audit quality for the treatment group after their audit firms have cross-listed client experience in the US. A large-scale survey of auditors corroborates these findings and sheds light on specific actions undertaken by audit firms to facilitate learning. Both the empirical and survey results highlight the benefits of auditing cross-listed clients in the US and its positive externality on improving the audit quality of non-US-listed companies.","PeriodicalId":343950,"journal":{"name":"Corporate Governance: International/Non-US eJournal","volume":"1 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2019-07-31","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"128236963","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
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