This dissertation consists of three essays in corporate governance. The first essay, titled ¡§Control or Invest: Complex Interests of Managerial Stockholdings¡¨ examines the structural relation between managerial ownership and firm performance. By using simultaneous equation models and considering the complex interests of management, our results show that complicated mutual effects exist between managerial ownership and firm performance. In diffused ownership structure (0-13%), better firm performance may induce management to hold more stockholding, indicating possible investment purpose that is not addressed in previous studies. Management with mid-range of stockholdings (13%-50%), have positive effect on firm performance but not vice versa, which agrees with the ¡§convergence-of-interest hypothesis¡¨. For highly concentrated ownership structure (>50%), negative mutual effect exists, which agrees with the ¡§entrenchment hypothesis¡¨, giving notice to protect minority shareholders. The second essay, titled ¡§The Discrepancy of R&D Expenditure, Ownership Structure and Performance between Electronic and Non-electronic Industries¡¨ addresses on the mutual effects among R&D expenditure, ownership structure and firm performance in electronic industry. The characteristics of high research expenditure, high performance, and stock-based compensation plan of electronic industry may exaggerate the mutual effects between these three factors than companies in non-electronic industry. The empirical evidence first shows that better firm performance will result in higher managerial equity in both electronic and non-electronic industries. Another finding is that electronic industry has higher and more stable research expenditure, no matter firm¡¦s performance; while non-electronic industry spends more in research only when the firm is doing well. The third essay, ¡§The Adjustment and Determination of Ownership Change¡¨, is used to examine the equilibrium hypothesis regarding managerial ownership variation. The equilibrium hypothesis assumes that managers will continuously re-optimize their ownership to maximize firm¡¦s value. In this essay, instead of studying the cross-sectional relationship between managerial ownership and firm performance, we use a dynamic setting to examine how managers adjust their ownership over time and what factors will determine the within firm variation. It is shown that there is small within firm variation in managerial ownership with strong mean-reversion adjustment the entire sample. The results also show that firm characteristics like debt ratio, R&D expenditure and operating income do not relate significantly to within firm variation, but firm performance and institutional parameters like the reselection of board members, stock turnover and ownership level do. This thesis contributes to provide investment purpose as an alternative explanation for insiders¡¦ stockholding, in addition to the expropriation activities that is major concern in prior studies. The change analysis further provides more understanding of within firm variation vertically that is still vague in the literature (HHP, 1999). These new findings add knowledge to managerial ownership in emerging market like Taiwan. The managerial implication is that investors may not fully depend on manager¡¦s self-discipline to solve agency problem. Outside supervision, including independent board member and supervisor, institutional investors and corporate governance evaluation, could be emphasized to reinforce corporate governance.

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The first essay examines how board structure affects manager dismissal decisions in mutual funds. We first find some evidence suggesting that the likelihood of managerial replacement is higher when fund boards are more independent and receive lower levels of compensation. Manager turnover is more likely when funds underperform the objective average. We then investigate the manager turnover decision conditional on the funds experiencing a merger. We find that funds with more independent boards are more likely to employ target managers with a track record of superior performance. Overall, these results suggest that more independent boards make manager retention/replacement decisions in the interests of their shareholders. The second essay studies the relationship between managerial ownership and mutual fund performance. We first document that almost half of the mutual fund managers own shares in their funds, though the absolute amount of investment is modest. Fund future performance is positively related to the level of manager ownership. Manager ownership is higher in equity funds than bond funds, in funds with better past performance, smaller sizes, and where managers have been in charge for a longer time period. When we decompose manager ownership into predicted and residual parts, we find that both components are significant in explaining fund future performance. Our findings suggest that managerial ownership has desirable incentive attributes for mutual fund investors. The third essay investigates how managerial ownership affects the investment behavior of portfolio managers. We first examine the disposition effect exhibited by different fund managers, and find that those with positive ownership show significantly less disposition effect. Specifically, they sell losers faster and hold on to winner stocks for a longer period. Disposition effect is less pronounced in bigger funds, funds with smaller boards, and funds with higher percentage of board independence. We then test the relation between managerial ownership and the tournament behavior, investigating how the degree of managers manipulation of fund volatilities in the latter part of a year is related to their personal stakes in the funds. However, we do not find evidence suggesting the existence of such a relationship.

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The research critically examines the positive and negative effects of hiring and not hiring non-family executives in Scandinavian family businesses. The analysis relies on a qualitative data collection method through semi-structured interviews with four participants. They can provide diverse information on the topic. It has been justified to use 2/1 ratio as one of the participants who had experience of hiring non-family executives, had not been hired it yet. It has been indicated from the current research that non-family business executives may bring healthy changes to the family business they can have greater efficiency, growth, and increased profitability. Nevertheless, challenges occur in recruiting and retaining non-family executives because of the unique family business dynamics. The research claimed that balancing the relationship between family workers and non-family executives can be a significant challenge. It is recommended from the research findings that family businesses in Scandinavia must identify the significance of embracing talent and expertise to drive growth and innovation. They must take the necessary measures to ensure that non-family executives are on the same page. Future research must focus on discovering innovative perspectives to make necessary changes, increase sales, enhance the customer base, and ensure prolonged growth in family businesses.

This dissertation consists of three essays examining the relation between corporate governance and firm performance. The theme of this study is that the widely documented long-term underperformance in equity carve-outs can be partly explained by weak corporate governance. The first essay presented in Chapter 2 explores the effect of shareholder-rights protection on the performance of a sample of firms that initiated a carve-out during the period 1983-2004. Using the Gompers, Ishii, and Metrick (2003) index and Bebchuk, Cohen, and Ferrell (2004) entrenchment index, as proxies for the quality of shareholder-rights protection, I provide evidence that firms with better shareholder rights protection outperform those with weaker rights protection. Results indicate that the weaker the rights protection, the greater the degree of underperformance. Overall, the results are robust to measures of firm performance and to model specification. The second essay presented in Chapter 3 examines the relation between firm performance and board structure. In particular, I study how board size, board independence, and CEO duality influence firm performance. I find that board size for non-financial firms is negatively related to firm performance but positively associated with performance for financial firms. Board independence is positively related to firm performance and CEO duality is negatively associated with performance for both financial and non-financial firms. These results are robust to various measures of firm performance. The conflicting evidence on board size, between financials and non-financials, seems to suggest that the scope and complexity of a firm.s operations drives board size. The third essay presented in Chapter 4 investigates corporate ownership and firm performance. I focus on insider ownership, outside blockholder ownership, and ownership concentration. Results show that insider ownership is negatively related to firm performance even at low levels of insider ownership levels. It is plausible that the combination of parent ownership and management ownership in the subsidiary exacerbate the entrenchment effect thus overwhelming the incentive alignment effects that theory posits. I document a positive relation between outside blockholder ownership and firm performance. And finally, I show that the level of ownership concentration increases (decreases) in anticipation of positive (negative) changes in firm performance.

本論文以公司規模大小、公司成長率、盈餘變異程度、盈餘持續率、負債比率、系統風險、以及產業別為控制變數，探討管理當局持股比率與管理當局自願性（強制性）盈餘預測準確度、盈餘管理程度之關係。並進一步探討管理當局持股比率與七個控制變數之交互作用對管理當局自願性（強制性）盈餘預測準礁度及盈餘管理程度之影響。 　　本實證研究結果發現： 　　1、自願性盈餘預測方面： 　　(1)管理當局持股比率越高且盈餘變異程度越大之公司，盈餘預測誤差越高，盈餘預測準確度越低。 　　(2)管理當局持股比率越高且負債比率越高之公司，盈餘預測誤差越高，盈餘預測準確度越低。 　　(3)產業別會影響其預測準確度，而產業中以鋼鐵業之盈餘預測準確度，顯著較高。 　　(4)公司成長率越高、盈餘持續率越高，其盈餘管理程度越高。 　　(5)產業中以電子業有顯著較高之盈餘管理程度。 　　2、強制性盈餘預測力面： 　　(1)管理當局持股比率與盈餘預測準確度成正相關。 　　(2)公司規模與盈餘預測準確度成負相關。 　　(3)盈餘持續率與盈餘預測準確度成負相關。 　　(4)產業別確實與強制性盈餘預測準確度有關，其中以電子業之盈餘預測準確度顯著較低。 　　(5)管理當局持股比率越高之紡織業其盈餘預測準確度顯著較低。 　　(6)強制性盈餘預測並無顯著的盈餘管理情況產生。 　　3、綜合結論： 　　(1)自願性之盈餘預測準確度高於強制性之盈餘預測準確度。 　　(2)自願性之盈餘管理程度高於強制性之盈餘管理程度。 / This research hypothesizes that the level of managerial ownership that controlling for earnings growth、earnings variability、earnings persistence、company risk、 debt、industry、and size has effect on both the magnitude of forecast precise of voluntary(compelling) forecast and the magnitude of discretionary accounting accrual adjustment. 　　In addition，this study examines that there are interaction of ownership effects on both the magnitude of forecast precise of voluntary (compelling) forecast and the magnitude of discretionary accounting accrual adjustment. 　　The empirical results show as follow: 　　1、Voluntary forecast aspect: 　　(1) Managerial ownership is negatively associated with the magnitude of forecast precise. 　　(2) Managerial ownership of is positively associated with the magnitude of discretionary accounting accrual adjustment. 　　2、Compelling forecast aspect: 　　(1) Managerial ownership is positively associated with the magnitude of forecast precise. 　　(2) Managerial ownership is not associated with the magnitude of discretionary accounting accrual adjustment. 　　3、Conclusion explication: 　　(1) The magnitude of forecast precise of voluntary forecast is more than that of compelling forecast. 　　(2) The magnitude of discretionary accounting accrual adjustment of voluntary forecast is more than that of compelling forecast. 　　(3) Industry variable indeed affects both the magnitude of forecast precise and the magnitude of discretionary accounting accrual adjustment.