LL.M. (Corporate Law) / Jurisdictions employ several legal methods to regulate loans made by shareholders to companies. This dissertation explores the legal mechanisms employed by Germany, the United States, the United Kingdom as well as Australia that align to the recommendations of the United Nations Commission on International Trade Law (UNCITRAL) in respect of shareholder loans and seeks to answer the question whether South Africa should adopt similar mechanisms. German law complies fully with the UNCITRAL recommendations by providing for the automatic subordination of shareholder claims in respect of loans as well as the avoidance of repayments and security interests made and registered within a certain period of the commencement of insolvency proceedings. German law also contains avoidance provisions specific to transactions between the debtor and a shareholder that cause detriment to a third-party creditor and general avoidance provisions which provide for certain presumptions to apply in the case of transactions concluded between the company and a shareholder. In the United States the doctrine of equitable subordination is legislated and applies in the event that the debtor is thinly-capitalised and mismanaged and legislative provision is made for the avoidance of preference transactions concluded between a creditor and a debtor, which provide for a longer avoidance period in the case of a transaction concluded with a shareholder. In addition to full legislative compliance with the UNCITRAL recommendation relating to shareholder transactions, the wide powers given to the courts to uphold bankruptcy legislation is codified and led to the development of the doctrine of recharacterization, which entails shareholder loans being treated as equity contributions in certain circumstances. The United Kingdom does not contain legal provisions relating to the subordination of shareholder claims and thus does not comply fully with the UNCITRAL recommendations relating to shareholder loans. However, it does provide specifically for a longer avoidance period in respect of preference transactions involving shareholders and certain presumptions to be applied in the case of transactions concluded between the debtor company and a shareholder.

M.Com. (Accounting) / Please refer to full text to view abstract

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Whether investor sentiment has any authority over financial markets has long been a topic of discussion in the field of finance. This study investigates the relationship between investor sentiment and share returns in South Africa. Determining this relationship will add to the existing work which has documented important determinants of share returns on the stock exchange in South Africa, as well adding to the inconclusive link between sentiment and the South African financial markets. Does sentiment influence share returns or do share returns influence sentiment? Using quarterly data for the period 1996-2010, the study makes use of the FNB/BER Consumer Confidence Index as a proxy for investor sentiment, and the FTSE/JSE All Share Index to represent the South African financial markets. A regression analysis was conducted along with granger-causality tests, impulse response functions and variance decompositions in order to determine the nature of this relationship. The results showed that investor sentiment has a statistically significant relationship with share returns in South Africa. However, sentiment is only able to account for a very small portion of the variation in returns, with returns able to account for a larger portion of the variation in sentiment. Therefore investor sentiment is not a suitable predictor of share returns in South Africa. In addition, granger-causality tests indicate that returns are actually the leading indicator, suggesting that changes in South African investors’ confidence levels occur following changes in the state of the JSE. The limitations of the study include the infrequent nature of the sentiment measure used, thereby failing to capture important changes in sentiment and their immediate impact on financial markets. In addition, the sentiment of foreign investors must be taken into account due to the large foreign investment in the JSE.

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The thesis treats of stockholders' equity in joint-stock company. The thesis firstly focuses on accounting view, secondly focuses on tax and law view. In the thesis is discussed for example the function of stockholders' equity, stockholders' equity versus deposits, stockholders' equity in statements, transaction of floatation and liquidation, treasury stock, allocation of profit and stockholders' equity according to international accounting.

This dissertation investigates why a substantial number of common stocks is held by companies in many countries, especially in Japan. Chapter 1 gives an overview of historical and legal issues regarding corporate shareholding in Japan. Chapter 2 reviews how researchers have, theoretically and empirically, approached corporate shareholding issues. Chapter 3 elaborates on a corporate shareholding model which incorporates a standard principal-agent model with Aoki's managerial risk sharing argument (Aoki, 1988). The model finds that a risk-averse manager of a firm invests in other firms if managerial reward is linked with the value of the firm she manages, and if the operating profits of investing and invested firms are negatively correlated. Corporate stock investment is larger if the invested (and/or investing) company's operating profit is less volatile and/or if the covariance in the operating profits of the companies is more strongly negative. Although a stronger link between corporate performance and managerial reward increases managers' incentive to exert efforts, it also increases the risk that managers must bear. If the risk is too high, managers would leave their companies. Corporate stock investment reduces the risk, and enables shareholders to offer a higher incentive to the managers and to earn a higher (expected) income. Chapter 4 examines three major arguments concerning the rationale behind the practice of corporate shareholding: the competitive-effect, risk-sharing, and control-rights arguments. Predictions drawn from those arguments are tested using panel data of 186 Japanese corporate group firms from 1980 to 1988. The main findings of this study are as follows. (1) The competitive-effect argument is clearly supported by the data. Firms in the same industry do tend to invest more in one another. (2) The evidence in favor of the risksharing argument is weaker — although firms with less risky operating profits tend to attract more investment, the relationship between investment and the covariance in the firms' operating profits is ambiguous. (3) The strongest empirical support is given to the control-rights argument. Indeed, the evidence confirms that a firm is more likely to invest in other firms that hold more of its own shares. Chapter 5 concludes this dissertation. / Arts, Faculty of / Vancouver School of Economics / Graduate

The effect of a change in capital structure on the risk and return of common stockholders is investigated. Also, the information content of dividends when a firm goes for new outside financing is examined. Data used in the study are collected from the Moody's Bond Survey, the Prentice Hall's Capital Adjustments, the Wall Street Journal Index, and the Center for Research in Security Prices Tape. The study uses an event study methodology. The risk (beta) of common stock before an issuance of debt securities is compared with the risk after the issue. The stock market reaction to the issuance of new debt securities is measured using after-the-event risk. The information content of dividend announcement before a new debt issue is compared to that of after the issue. The findings show that debt issue reduces stock holders' risk if the issuer is a dividend paying company. Also, debt securities issued through an exchange offer increase stockholders' wealth. Finally, issuance of new debt does not affect the information content of dividends.

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