scholarly journals The effect of Delaware law on firm value: Evidence from poison pill adoptions

2010 ◽  
Vol 6 (2) ◽  
pp. 53-69
Author(s):  
Terry L. Campbell IIa ◽  
Raj Varma

As the leading location for firm incorporations and corporate law, Delaware occupies a unique place in corporate governance and control. In this paper, we provide fresh evidence on whether Delaware’s dominance arises from its takeover laws being in the best interest of shareholders versus managers by investigating the role of the state in which a firm is incorporated on the firm’s adoption of a poison pill. Our results indicate that announcements of adoptions of poison pills by Delaware firms are associated with returns not significantly different from those for non-Delaware firms. Moreover, Delaware firms that adopt poison pills are no more likely to receive a takeover bid, be successfully acquired, or receive better merger terms than non-Delaware firms. Overall, it appears that Delaware law, with regards to takeovers, promotes an environment consistent with a “race to the middle” philosophy, neutral to management and shareholders.

2019 ◽  
Vol 17 (1) ◽  
pp. 162-164
Author(s):  
Alexander Kostyuk

The role of scholarly conferences as a method of scholarly communications cannot be overestimated. Thus, Torgler and Piatti (2013) found that in 1974, only 19 per cent of papers published in American Economic Review had been presented at one or more conferences, workshops or seminars, for critical commentary prior to publication. On average, the number of presentations was 0.24 per paper. Twenty-five years later, 73 percent of the papers accepted for publication have been previously presented, and the mean number of pre-publication presentations was 4.73. Personal editorial and reviewing experience give a right to conclude that papers previously presented at the conferences have more serious scholarly content, solid empirical fundamentals and relevance. Scholarly journal reviewers are more favourable about such papers and it takes less time to receive the final approval of the reviewers for further publishing. Discussing the papers in an open manner at the conferences is welcome both by the authors of the papers as well as the commenting scholars adding more enthusiasm for further research. International conference "New Challenges in Corporate Governance: Theory and Practice"1 took place in Naples on October 3-4, 2019.2 About 80 experts from America, Europe, Asia, Africa and Oceania gathered at the conference venue to discuss relevant issues of corporate governance, ownership and control, share their most recent research and come up with the solutions of the existing corporate governance research.


2018 ◽  
Vol 15 (4-1) ◽  
pp. 181-190
Author(s):  
Xiaoying Chen ◽  
Jasmine Yur-Austin

This study reviews the role of various corporate governance mechanisms to pay for performance in American technology firms. Compared to traditional business leaders, CEOs in technology firms possess stronger power for negotiating with shareholders; such power theoretically lowers the chance of interest conflicts between management and control but may increase CEOs’ wage rigidity during business downturns, especially in firms with poor corporate governance. We evaluate ownership structure; board composition; and the existence of independent compensation committees throughout the dot-com bubble and bubble-burst periods. We aim to examine during the business downturn period whether these CEOs cut their compensation effectively or exercise their negotiation power to protect their own benefit. Our empirical results provide strong evidence that given poor firm performance, CEOs with weak corporate governance negotiate higher cash-based pay rather than reduce their compensations. However, we find that venture capitalists play an important role in monitoring CEOs and revising compensation.


Author(s):  
Imogen Moore

The Concentrate Questions and Answers series offers the best preparation for tackling exam questions and coursework. Each book includes typical questions, suggested answers with commentary, illustrative diagrams, guidance on how to develop your answer, suggestions for further reading, and advice on exams and coursework. This chapter explores important issues in company management and corporate governance, starting by examining the role of directors and shareholders (and the relationship between them) and the separation of ‘ownership and control’. Since the early 1990s, the governance of listed companies has been dominated by self-regulatory codes (currently the UK Corporate Governance Code). This chapter examines how these codes operate and considers key themes in corporate governance, including the role of non-executive directors and auditors; the position of institutional investors; and executive remuneration.


2020 ◽  
Vol 20 (4) ◽  
pp. 561-581 ◽  
Author(s):  
Affaf Asghar ◽  
Seemab Sajjad ◽  
Aamer Shahzad ◽  
Bolaji Tunde Matemilola

Purpose Corporate governance (CG) is an ongoing interesting topic getting the attention of market participant, business regulators and researchers in today’s business environment. The purpose of this study is to analyze the moderating role of earnings management on CG-value and CG-risk relationship in the emerging economy of Pakistan. Design/methodology/approach A panel data analysis is used in this study. A panel data of 71 non-financial listed companies of Pakistan for the 2008-2017 period is considered for this study. Secondary data is collected from the annual reports of non-financial firms listed on PSX. Seven econometric equations are developed to test the research hypothesis. Findings The results reveal that CG significantly enhances the firm value and performance measures. Moreover, CG mitigates the practices of earning management and eliminates the risk that develops opportunistic behavior among managers to commit frauds. Practical implications The results of this study suggest that the board of directors (BODs) should intensify their governance role and ensure that the executives perform their duties to maximize the wealth of the shareholders and not engage in any misrepresentation of accounts that may lower the company position and decrease the firm value. Moreover, the managers should be informed about their accountability and acknowledged that at the end of the year, they would be audited by an expert’s auditors for their responsibilities. Concerning regulatory bodies, regulatory authorities should ensure that there must be at least one independent member on the board. The better-governed system reduces both agency conflicts and enhances firm value. Originality/value A number of studies have already been undertaken by multiple investigators to build connection among CG with firm performance, but there is not even a single study in the literature that considers CG, firm value, firm Risk and discretionary earning management as a whole in one model to generalize its results in the emerging economy of Pakistan. A fundamental element of current analyzation process addresses that this is the very first graft of study conducted in Pakistan having combination of four variables together in one revision. There is minimal work that focuses on moderating effects of earning management on the CG-value and CG-risk relationships. This study uses two standard measures of firm performance (i.e. ROA and Tobin’s Q), one proxy of earning management (DEM) and three attributes of CG (board size, audit quality and ownership structure). Previously, researchers have not investigated a model that combines variables (CG as independent and Firm performance and Firm Risk as dependent along with DEM as moderator) in a single study.


2009 ◽  
Vol 5 (1) ◽  
pp. 15-21 ◽  
Author(s):  
Themistokles Lazarides

Duality of the role of President of the Board of Directors (BoD) and CEO has been regarded as a good practice of corporate governance. These two roles are the ones with the most power an authority within the corporation. The paper depicts the formulating factors of duality of roles in Greece. Literature has linked duality with performance, organizational stability, ownership concentration and balance of power and control within the firm. The paper, using a Probit regression analysis, examines whether these relationships are valid in Greece. Statistical – econometric analysis has shown that financial performance is not related with concentration of power and control. The same conclusion is can be drawn for ownership concentration. There is a trend of change but this trend hasn’t the same dynamic or driving factors as the ones that are reported by Kirkbride and Letza (2002) and Muth and Donaldson (1998). The hypothesis posed by Heracleous (2001) and Baliga, 6oyer and Rao (1996) are more likely to be true in the case of Greece. Overall, duality in Greece is affected by the historical development of the firm, its organizational scheme and even more by the balance of power and control within the firm.


2021 ◽  
Vol 8 (1) ◽  
pp. 69
Author(s):  
Firdaus Kurniansyah ◽  
Erwin Saraswati ◽  
Aulia Fuad Rahman

This study aims to examine and analyze environmental disclosure's effect in mediating the relationship between corporate governance, profitability, and media exposure towards firm value. Total 135 samples of companies that have been listed on IDX in 2015 - 2019 were obtained and analyzed using multiple linear regression. This study showed that corporate governance and profitability increase firm value as investors tend to see corporate governance and profitability as a signal in determining investing decisions. Meanwhile, media exposure and environmental disclosure cannot increase firm value. This study also finds that corporate governance decreases ecological disclosure. Meanwhile, profitability and media exposure cannot increase firm value. Thus, this study also proves that corporate governance, profitability, and media exposure cannot increase firm value through environmental disclosure.


2016 ◽  
Vol 19 (4) ◽  
Author(s):  
Monika Fiedorczuk

The corporate governance system in Russia, having evolved through years, can be characterized by the following features: the dominant role of the concentrated ownership structure, corporate supervision relying on a combination of ownership function and company management, the significant role of the state as the owner, and the fairly marginal relevance of external market mechanisms. Those features result partly from particular legal solutions and partly from the unwritten, informal customs or patterns of behaviour of the so-called informal institutions.The article’s main thrust is to analyse selected informal institutions which were considered the most significant from the Russian corporate governance system point of view. These are, among others: the tendency not to obey the rights of minority shareholders, informal relationships of enterprises with authorities of various levels, and corruption. The author assumes that informal institutions decide upon the specificity of the corporate governance system in Russia and its particular elements, and upon the efficient functioning of supervisory mechanisms.


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