Universiẗat, Diss., 2005--Hohenheim. / Literaturverz.

WirtschaftsUniversiẗat, Diss., 2004--Wien.

Company law in Pakistan does not recognise shareholders’ right of derivative action. This situation raises the question as to what extent derivative action, if recognised under the company law in Pakistan, can promote good corporate governance and contribute to reinforce enforcement powers of shareholders as to safeguarding their rights? The purpose of this thesis is twofold. First, this thesis argues that an effective derivative action system could act as a means of disciplining corporate management in Pakistan. Second, it presents it argumentations that other legal and extra-legal managerial disciplinary mechanisms have limitations of their own that support the introduction of a statutory derivative action system in Pakistan. The methodologies used in this thesis are doctrinal, historical, case study, comparative and semi-structured interviews. Doctrinal analysis has been employed when analysing statutes and case law. Case study methodology has been used to exemplify problems of directorial misconduct and providing empirical evidence for carrying out further analysis. A comparative approach has been utilized for which the UK has been chosen for comparative purposes to identify lessons that Pakistan can learn from the UK derivative action system while finding ways for effective use of derivative action system in Pakistan. Semi-structured interviews are aimed at providing an evaluation of the reform proposals. This study contributes to the subject of derivative action in three key ways. First, it provides an in-depth examination of the regulatory framework pertaining to shareholder protection in Pakistan in order to highlight the inherent challenges presented by un-updated legal framework. Second, based on the findings from this thesis, reform proposals are made as to codifying derivative actions, clarifying the procedural route for derivative proceedings and providing a funding mechanism to attract shareholders to bring derivative actions to enforce corporate rights. Third, suggestions proposed in this thesis are supported by both the opinions of the interviewees and original research on judicial experience of other jurisdictions, particularly the UK. The findings made in this study and proposals have implications for law reforms and are expected to inform practitioners, academics, legislators and policy makers on the way forward in reforming shareholder protection in Pakistan. Thus, this thesis would inform reforms in the company law in order to strengthen the enforcement power of shareholders and ensure corporate accountability in Pakistan.

Shareholders can utilize internal and external governance mechanisms to minimize agency costs. Internal governance mechanisms purport to improve the alignment between shareholders' interests and those of management by empowering the board of directors, setting value-maximizing compensation packages, employing leverage, and using other internal policies. Extensive discussion on corporate governance and regulations has motivated financial experts to conduct research on governance mechanisms and their relations to firm value. This study is focused on one particular aspect of corporate governance, which is executive compensation. Specifically, this study investigates executive compensation restrictions during the regulatory period and their effect on the performance of firms that received Troubled Asset Relief Program (TARP) funds. TARP is a U.S. government program intended to restore the U.S. economy by purchasing assets and equities from troubled institutions. This study is important since it showcases the efficacy of government regulations to revamp unsound executive compensation and governance practices. It also contributes to the governance and regulatory literature by showing whether the public and shareholders benefit from the compensation rules. Using a clean sample of 84 public TARP firms that received at least $50 million from the government, with the period of analysis from 2003 to 2010, I find that firm performance is positively and significantly related to total compensation as well as to both of its components, i.e., equity-based pay and cash-based compensation. However, the magnitude of the relationship between cash compensation and firm performance is much lower than that for equity-based compensation. Testing the pay-for-performance sensitivity in three sub-periods of analysis, the findings show that the relationship between executive compensation and firm performance was significantly positive in the pre-crisis period. However, during the financial crisis and the regulatory periods, this relation was not statistically different from that during the pre-crisis period. During the crisis period, TARP firms did not make necessary adjustments to executive compensation despite the fact that they had been faced with financial difficulties. I also find that the change in firm value is negatively and significantly related to the change in total compensation for TARP firms that have paid back their debts to the government by December 11, 2009, but this relation is less negative than that for TARP firms that have not repaid the bailout money.

Thesis: Stakeholder's value Goal of this thesis is to evaluate stakeholder's theory, as one of the ways of corporate governance. Shareholder model and stakeholder model dominate in corporate governance currently. At its core are two models considered competing. The method of corporate governance is largely influenced by the historical development of the legal and economic relationships in a particular nation. Therefore, before solving the very essence of stakeholder's theory, brief historical excursion into both model sis necessary. Work is divided into six chapters, first chapter is preceded by a short introduction and after sixth chapter follows the conclusion. The first chapter outlines the corporate governance as a field that is overarching stakeholder's theory. The second chapter presents the shareholder theory including its history. At the same time I try to focus on those aspects of the shareholder theory, which are in direct contrast to the stakeholder's theory. In the third chapter I describe the stakeholder's theory, including the historical context of the development of this model. In the fourth chapter I focus on a problem that accompanies stakeholder's theory: Is the purpose of the corporation to create value for its shareholders or for its stakeholders? First, though, I focus on what...

This study investigates the brand of shareholder activism hedge funds deploy by reference to a unique hand-collected dataset of 11 years’ activist hedge funds’ campaigns across 25 countries. The analysis has two core elements, one of which is to chart the emergence of hedge fund activism outside the United States and the other being to account why hedge fund activism has developed differently across the sample countries. Both issues have been to date only tangentially explored. This study is the first one to seek to determine the extent to which corporate law is a determinant of the hedge fund activism phenomenon using a fresh approach which combines theoretical and comparative legal analysis with empirical methods. While a single variable is unlikely to account for the emergence of hedge fund activism, the study describes hedge fund activism as a game of three sequential stages as a heuristic device and identifies market and legal parameters for each stage. To test the hypotheses advanced for the emergence of hedge fund the study draws upon the law and finance literature. For instance, to account to what extent the rights bestowed on shareholders by corporate law influence hedge fund activism the study uses the CBR shareholder rights index. The results indicate that the extent to which law matters depends on the stage which activism has reached. The study also puts hedge fund activism in its corporate governance context. Activist hedge funds’ interventions have been envisioned as a mechanism for ensuring effective control of managerial discretion. Opponents of hedge fund activism contend, however, that this new breed of activists has a dark side that raises various concerns. Activist hedge funds have been considered: as exacerbating short-termism; as being mainly aggressive to the incumbents; as bearing similarities to the 1980s-raiders; and as engaging in distorting equity decoupling techniques. The study presents new empirical data that shows that the perceived negative side-effects of hedge funds activism are greatly exaggerated: they are myths. Cumulatively, these findings question whether hedge fund activism warrants any type of legislative response so far as the goal of shareholder value maximization is succeeded.

The retail industry has seen an immense increase in competition. Brands are becoming more similar, which makes it essential for firms to differentiate themselves against their competitors. The brand is considered the company's biggest intangible asset, possessing an array of different values for the company. Even though research continuously manifest the importance of establishing and managing a strong brand, companies are becoming increasingly less prone to invest in intangible assets such as the brand. The nature of profit maximizing companies has seen investments being directed at measurable and concrete areas, where the return on investment is readily established. One efficient way to work with brand assets is through brand equity, a concept with the main objective of understanding the customer. Brand equity is an approach that enables the firm to deliver value to the customer and being able to receive the benefits of increased margins and profitability from satisfied customers. Previous research has stressed the importance and need for future scholars to investigate brand equity and provide practical examples of how to manage and develop brand equity in different industries. Brand equity investments further need to be connected to financial indicators in order to legitimize and manifest the financial importance and benefits of brand equity. In other words, concretization and legitimization are needed in order for brand equity investments to be regarded as strategically viable and efficient. Previous research is largely quantitative and focus on statistically reliable relationships. Meaning that there is an evident need for qualitative research explaining “how”, and not “if”. The purpose of this degree project is to develop a deeper understanding of how companies manage and develop their brand equity and how brand equity influences shareholder value in the Swedish retail industry. Our degree project answers to the following research question: How do firms manage and develop their brand equity in order to generate shareholder value in the Swedish retail industry?". In order for us to successfully answer our research question and achieve the purpose of this degree project, we have therefore conducted a qualitative study. This study was carried out through six in-depth interviews with managers, working with brand related questions and responsibilities at established firms in the Swedish retail industry. The findings provide instrumental practical insights about actions and activities of how to manage and develop the four dimensions of brand equity; brand awareness, brand associations, perceived quality and brand loyalty. Furthermore, the findings also provide a deeper understanding as to how each dimension contribute to cash flows of shareholder value, short-term and long-term. Our findings manifest the relevance of each brand equity dimension and acknowledge how accurate and relevant the dimensions are in the retail industry currently. The findings in our study are presented through a conceptual model, adopted in order to concretize and legitimize brand equity investments. The conceptual model encapsulates and visualizes concrete actions and activities for each dimension, as well as how each dimension is connected to the drivers of shareholder value. This degree project also provides other important insights regarding brand equity, presenting the main functions of brand equity in accordance to the literature and the empirical findings. Lastly, this degree project provides managerial implications of how to manage and develop brand equity from a holistic point of view, to successfully generate shareholder value.

The purpose of sustainability reports is to represent the progress of a company’s sustainability effort and status to stakeholders. There is a need for stakeholders to benchmark sustainability performance of companies. The objective of this research was to find evidence that the GRI Application Level used in the ranking GRI compliant sustainability reports, is an indicator of financial performance for companies trading on the JSE in South Africa.The results will show that there is no evidence to show that the GRI Applications Level is an indicator of financial performance. The consequence of this evidence is that the lack of adequate benchmark standards can de-motivate companies to strive for higher sustainability performance. / Dissertation (MBA)--University of Pretoria, 2012. / Gordon Institute of Business Science (GIBS) / unrestricted

Thesis advisor: Mary Ellen Carter / Thesis advisor: Amy Hutton / Managerial share pledging (using shares as collateral for personal loans) is controversial. Institutional Shareholder Services (ISS), highly publicized anecdotes, and international research suggest that share pledging increases the risk of stock price crashes. Nevertheless, U.S. boards continue to allow the practice, suggesting that share pledging benefits shareholders or some boards are beholden to controlling managers who enjoy the private benefits of share pledging. Using a hand-collected dataset of share pledging by executives and directors of S&P 1500 firms from 2007-2020, I document three benefits-greater incentive alignment, reduced executive pay and lower voluntary executive turnover-while finding little evidence of increased crash risk. Interestingly, these benefits do not exist for firms with high managerial control. However ISS's 2012 policy denouncing share pledging did little to reduce share pledging among these firms. Instead the ISS policy increased negative shareholder votes at firms with both high and low managerial control with any share pledging, coinciding with a reduction in share pledging at firms with low managerial control, despite these firms enjoying benefits from share pledging. Overall my findings suggest that, for well-governed firms, managerial share pledging facilitates incentive alignment and lowers executive turnover and pay while not increasing stock price crash risk, calling into question efforts by ISS and others to curb the practice for all firms. / Thesis (PhD) — Boston College, 2024. / Submitted to: Boston College. Carroll School of Management. / Discipline: Accounting.

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