Thesis (MBA)--Stellenbosch University, 2003. / ENGLISH ABSTRACT: Corporate governance can be defined as the system by which corporations are directed and controlled. It looks at the institutional and policy framework for corporations - from their very beginnings, in entrepreneurship, through their governance structures, company law, privatisation, to market exit and insolvency. King II places the board of directors at the heart of a company's business and holds them responsible for everything the business did or failed to do. Ultimately corporate governance is about leadership with integrity. A company directorship should not be viewed as belonging to the right club, knowing the right people and collecting a nice cheque every year. Their duties and responsibilities require them to act with the utmost integrity and morality at all times. Failure to do so can result in the demise of a company, a bank or even ... a country. The main objective of this short dissertation is to describe the importance of the role of Corporate Governance within the South African framework, with a focused look at the principles of King I and II. Specific focus is placed on the strength of the fiduciary responsibilities of the board of directors (King II) within the banking environment based on three case studies namely Unifer, Regal and Saambou. / AFRIKAANSE OPSOMMING: Korporatiewe bestuur kan gedefinieer word as die sisteem waarmee organisasies beheer, bestuur en gekontroleer word. Daar word gekyk na die institutionele en beleids raamwerk van organisasies - van die begin, in entrepreneurskap, deur hul korporatiewe strukture, korporatiewe reg, privatisering, tot mark ontrekking en bankrotskap. King 2002 beskou die raad van direkteure as die hartklop van enige organisasie en hou hulle kollektief verantwoordelik vir alles wat die besigheid doen of nie doen nie. Korporatiewe bestuur gaan in beginsel oor leierskap met integriteit. Om die regte mense te ken, aan die regte klub te behoort en elke maand 'n lekker tjekkie te ontvang is nie waaroor direkteurskap gaan nie. As gevolg van hul verantwoordelikhede en verpligtinge word daar verwag dat hulle altyd met integriteit en moraliteit optree. As dit nie gedoen word nie kan dit lei tot die verval van die organisasie, 'n bank of selfs .... 'n land. Die doel van hierdie kort mini-werkstuk is om te verduidelik hoekom korporatiewe bestuur belangrik is in die konteks van Suid Afrika. Daar sal verwys word na die beginsels van King 1994 en King 2002. Spesifieke fokus sal geplaas word op die trustee rol van direkteure in die bank omgewing en word geevalueer aan die hand van drie gevallestudies naamlik Unifer, Regal en Saambou.

This dissertation consists of three separate essays which address questions in the field of banking. The first two essays are motivated by the Great Recession, and study key aspects of the experience of commercial banks during this period. One is the impact of liquidity risk on credit supply, and the second is the effect of portfolio choices on the probability of bank failure. The third essay shifts the focus from commercial banks to M & A transactions, and studies the impact of a key provision in merger agreements on the initial offer premium and target firm value. In the first essay, titled "Liquidity Risk and the Credit Crunch of 2007-2009", I document the connection between liquidity risk and the credit crunch experienced during the financial crisis of 2007-2009. Using extensive micro-level data on mortgage loan applications, I construct a measure of the supply of credit that is free from demand-side bias. I then use this measure of credit supply to estimate the effect of cross-sectional differences in unused lines of credit and core-deposit funding on the supply of mortgage credit moving through the crisis. I find that lenders with higher liquidity risk contracted their supply of mortgage credit more. The channel of contraction was significantly stronger for larger lenders, which had the largest exposure to liquidity risk. The first phase of the contraction was due to liquidity risk arising from high exposure to lines of credit and was immediately followed by further tightening due to the collapse of the markets for wholesale funding. I estimate that the total contraction of mortgage lending due to liquidity stresses experienced by lenders during 2007-2009 was $41.5 billion - $61.9 billion, or 5.2%-7.8% of total mortgage originations during that period. In the second essay, titled "Commercial Bank Failures During The Great Recession: The Real (Estate) Story" I identify the channels through which shocks to the real estate sector contributed to the wave of commercial bank failures during the Great Recession. I focus on the banks' loan, marketable securities and credit line portfolios, and consider how choices which shifted the composition of each portfolio towards real estate products impacted the probability of bank failure. I find that augmenting a baseline model of failure with variables that capture the composition of these three portfolios improves the fit of the model by approximately 70% for small banks and 230% for large banks. I find no evidence that banks which held more of their loans in traditional closed-end mortgages suffered a higher probability of failure. Rather, it was investments in loans for multifamily properties and other non-household real estate loans, as well as off-balance sheet exposures to credit lines issued to non-household real estate borrowers, that are robustly identified as precursors of bank failure for both small and large banks. Exposure to open-end residential real estate loans contributed to the failure rates of small banks only. Exposure to private-label MBS is strongly associated with a higher probability of failure for large banks, but not for small ones. On the other hand, high holdings of agency MBS are associated with a higher probability of failure only for smaller banks, but this result is less robust. The third essay, titled "No Free Shop: Why Target Companies in MBOs and Private Equity Transactions Sometimes Choose Not to Buy 'Go Shop' Options" is joint work with Charles W. Calomiris and Donna M. Hitscherich. In this essay, we study the decisions by targets in private equity and MBO transactions whether to actively "shop" their initial acquisition agreements prior to the shareholders' approval of those contracts. Specifically, targets can insert a "go-shop" clause into their contracts, which permits them to use the agreement to solicit offers from other would-be acquirors during the "go-shop" window, during which the termination fee paid by the target is temporarily lowered. We consider the "go-shop" decision from the theoretical perspective of value maximization under asymmetric information, and also consider conflicts of interest on the parts of management, bankers, and attorneys that might affect the decision. Empirically, we find that the decision to retain the option to shop an offer is predicted by various firm attributes, including larger size, more fragmented ownership, and various characteristics of the firms' legal advisory team and procedures. These can be interpreted as reflecting a combination of informational characteristics, litigation risk, and attorney conflicts of interest. We employ legal advisor characteristics as instruments when analyzing the effects of go-shop decisions on target acquisition premia and value. We find, as predicted in our theoretical framework, that go-shops are not a free option; they result in lower initial acquisition premia, ceteris paribus. Our theoretical framework has an ambiguous prediction about the effects of go-shop choice on target firm valuation. Consistent with theory, we find no significant effect on abnormal returns from choosing a "go-shop" option.

Banking sector is very sensitive to macroeconomic and political instabilities and they are prone to crises. Since banks are integrated with almost all of the economic agents and with other banks, these crises affect entire societies. Therefore, classification or rating of banks with respect to their credibility becomes important. In this study we examine different models for classification of banks. Choosing one of those models, fuzzy c-means clustering, banks are grouped into clusters using 48 different ratios which can be classified under capital, assets quality, liquidity, profitability, income-expenditure structure, share in sector, share in group and branch ratios. To determine the inter-dependency between these variables, covariance and correlation between variables is analyzed. Principal component analysis is used to decrease the number of factors. As a a result, the representation space of data has been reduced from 48 variables to a 2 dimensional space. The observation is that 94.54% of total variance is produced by these two factors. Empirical results indicate that as the number of clusters is increased, the number of iterations required for minimizing the objective function fluctuates and is not monotonic. Also, as the number of clusters used increases, initial non-optimized maximum objective function values as well as optimized final minimum objective function values monotonically decrease together. Another observation is that the &lsquo / difference between initial non-optimized and final optimized values of objective function&rsquo / starts to diminish as number of clusters increases.

This study investigates the factors that were important in the failure of 36 banks in 1997-2006. The study uses cross-section time series data from 81 banks and employs limited dependent variable models, a duration model and a dynamic panel data model in the analysis. The major concerns are to examine the determinants of banking failures by explaining the contribution of microeconomic and macroeconomic factors in Turkish banking system, to estimate the likelihood of banking failure and timing of failure, to analyze survival time path of failed and non-failed banks separately and to construct the degree of fragility of overall banking system. Furthermore, the determinants of bank profitability and the effects of bank-specific factors and macroeconomic conditions on bank profitability are analyzed by using dynamic panel data model.

published_or_final_version / Public Administration / Master / Master of Social Sciences

Diss. Stockholm : Handelshögskolan, 2007.

Thesis (Ph. D.)--Oregon State University, 2008. / Printout. Includes bibliographical references (leaves 123-136). Also available on the World Wide Web.

M.Comm. (Financial Management) / The costs of the 2007- 09 financial crises on global economies have resulted in new central bank rules to strengthen financial institutions. The question of whether there were any significant differences in capital structures between banks who were liquid and those who were liquidity constrained in the 2007– 2009 global financial crisis, still needs to be answered. Theoretical models on corporate failure partly explain how bank capital management impacts on whether a bank fails or not. This study investigates the differences in capital ratios between banks who were liquidity- stressed and those who were liquid. A comparative analysis of selected banking capital ratios were done followed by a discriminant analysis to determine if there is a relationship between the capital structures of liquid and liquidity- stressed banks. It was found that there were differences in capital structures of liquid and liquidity- stressed banks but capital ratios on their own, could not be used as early warning sign for bank failure.

The main rationale of prudential bank regulation and supervision of banks has traditionally been to ensure the safety and soundness of banks and protection of depositors. However, best practice standards in bank supervision acknowledge that it is impossible to completely prevent bank failures. Therefore, it is crucial to have regulatory measures in place to deal with banks that fail. Banks are core players in the financial system as the intermediaries between savers and users of capital. In addition, banks provide critical services to consumers, small and medium-sized businesses, large corporate entities and governments who rely on them to conduct their daily business, both at domestic and international level. Banks also fulfil a sui generis role that sets them apart from other financial institutions that are role players in the financial system because, inter alia, they hold “highly” liquid liabilities in the form of deposits that are repayable on demand; they extend long-term loans that may be difficult to sell or borrow against on short notice; they are the back-up source of liquidity to all other institutions (financial and non-financial); and, are also the transmission belt for monetary policy. Unlike other players in the financial system, banks are vulnerable to loss of public confidence and to liquidity risk. Liquidity risk being the risk that a bank will not have sufficient cash to meet short term obligations and the fact that a "run on the bank" by depositors can result in devastating liquidity drainage. Because banks play a special role in the economy and their failure may have a significant impact on financial stability, they need a special approach when they become insolvent or are likely to become insolvent. The 2008 Global Financial Crisis (“GFC”) demonstrated the importance of special resolution regimes for banks; and the need to balance the interests of shareholders, creditors and depositors, while promoting financial stability objectives. Given the critical role of banks in the economy the need is clear for a special resolution regime for banks that provides a legal framework for regulators that avails to them a suite of resolution tools which they can apply to resolve the bank in an orderly manner; to rescue those parts of the bank that may still be viable and to liquidate those parts that are not whilst avoiding a drain on public funds. In order to deal with bank failures in Zimbabwe, the Banking Act [Chapter 24:20] has provided for the mechanism of curatorship since 2000, as a rescue measure aimed at restoring failing banks to economic viability. Curatorship has over the years been applied with mixed success; consequently, Zimbabwe has undertaken a number of reforms which include the enactment of the Troubled Financial Institutions (Resolution) Act in 2005; and the introduction of the problem bank regime via the Banking Amendment Act of 2015. Throughout these reforms, Zimbabwe has elected to retain curatorship, which was once a standalone process in banking legislation to enable bank rescue; and assimilated it into a broader bank resolution framework. This study seeks to determine whether Zimbabwe’s resolution regime requires to be strengthened and if so, to recommend reforms that will align the resolution regime in Zimbabwe with international best practice. For such purpose it will draw upon the Financial Stability Board’s Key Attributes of Effective Resolution Regime as international best practice benchmark. It will further also consider guidance yielded by a comparative study of the resolution regimes in the United Kingdom and South Africa. / Thesis (LLD)--University of Pretoria, 2021. / Mercantile Law / LLD / Unrestricted

Thesis (PhD)--Stellenbosch University, 1997. / ENGLISH ABSTRACT: Standard financial literature contains various explanations for the unique role of deposit-taking intermediaries in an economy. None of these reasons adequately explains the extensive degree of banking regulation evident in practice. The nature of a deposit, which guarantees capital repayment independent of bank performance, uniquely incentivises banks to be exposed to financial risks. In the absence of appropriate regulation, banks may be tempted to assume an unacceptably high level of risk that could ultimately result in bank failure. Thus, the regulation of banking risks is justified in terms of the public interest theory whereby banking regulation seeks to avoid the market imperfections arising from informational asymmetries and "domino" externalities associated with bank failure. Accordingly, the rationale of banking regulation lies in the protection of consumers and in preserving the stability of the financial system. Direct monetary controls, on the other hand, impact adversely on the risk-management activities of banks. The framework utilised to analyse and compare banking regulation consists of three broad categories namely: preventative regulation, protective regulation and monetary requirements. Preventative or prudential regulation is aimed at managing the levels of risks assumed by banks. This form of regulation relates to entry requirements; limitations on certain business activities; the disclosure of risk-related information; the adequacy of capital resources; portfolio restrictions on risk assets; and the sufficiency of liquidity. Protective regulation is concerned with the immediate protection of depositors and maintenance of overall financial stability once a bank has failed. lt consists of crisis management measures and deposit insurance schemes. Direct, and hence inappropriate, monetary requirements are variations in reserve asset requirements, as well as interest rate and credit controls. The banking systems of South Africa, the United Kingdom and Germany were chosen to perform a comparative analysis of financial regulation. The London financial markets are mature and a large variety of banks are regulated in a flexible manner by the Bank of England. By contrast, the strictly regulated German banks dominate their domestic financial system. South Africa is a hybrid of the former systems with a modern banking industry operating in well developed financial markets and supervised according to advanced risk-management considerations. The analysis of preventative and protective regulation in all three financial systems indicates that banking regulation is indeed concerned with the regulation of banking risks. The efforts of the Bank for International Settlements to harmonise regulation across domestic financial systems has contributed significantly to improved regulatory techniques for the management of these risks. None of the three systems make use of direct monetary requirements which suggest awareness of the costs associated with such regulation. A number of recommendations are made to improve financial regulation in South Africa: extension of regulatory coverage to include other types of financial intermediaries who also engage in risky activities; further relaxation of exchange control regulations which restrict the foreign exchange risk management; the adoption of a formal deposit protection scheme; increased consolidated supervision by a single regulatory authority with executive powers; further deregulatory measures in instances where regulations are not appropriate from a risk-management perspective; and re-regulation to the extent that the risk-management activities can be regulated more efficiently. / AFRIKAANSE OPSOMMING: Die finansiele literatuur bevat verskeie verklarings vir die unieke rol wat depositonemende instellings in 'n ekonomie vervul. Geeneen van die redes verskaf 'n bevredigende verklaring vir die wye omvang van bankregulasies in die praktyk nie. Die aard van 'n deposita is sodanig dat die terugbetaling van die kapitaalsom deur 'n bank gewaarborg word, onafhanklik van die winsprestasie van die bank. Gevolglik het banke die unieke eienskap om hulself aan finansiele risikos bloat te stel. Sander gepaste regulering sou banke moontlik daartoe geneigd wees om oormatige hoe risikovlakke na te streef wat tot bankmislukking kan lei. Die regulering van bankrisikos vind dus bestaansreg in die teorie van openbare belang, d.w.s. dat regulering die potensiele markmislukkings, wat voortspruit uit asimmetriese inligting en "domino" eksternaliteite, kan voorkom. Die rasionaal van bankregulering is die beskerming van verbruikers, asook die handhawing van 'n stabiele finansiele stelsel. Direkte monetere beheermaatreels, daarenteen, het 'n ongunstige uitwerking op die bestuur van risikos deur banke. Die raamwerk waarbinne bankregulering ontleed en vergelyk word, bestaan uit drie kategoriee, naamlik voorkomende regulering, beskermende regulering en monetere vereistes. Voorkomende regulering is daarop gemik om die risikos waaraan banke blootgestel is te bestuur. Sodanige regulering verwys na toelatingsvereistes, beperkings op sekere sake-aktiwiteite, die openbaarmaking van risiko-verwante inligting, die toereikendheid van kapitaalhulpbronne, beperkings ten opsigte van baterisikos en voldoende likiditeit. Beskermende regulering is gemoeid met die beskerming van deposante en bestaan uit krisisbeheermaatreels en depositoversekeringskemas. Direkte (en gevolglik ontoepaslike) monetere vereistes bestaan uit veranderlike reserwebatevereistes, asook rentekoers- en kredietbeheermaatreels. Die bankstelsels van Suid Afrika, die Verenigde Koningkryk en Duitsland is gekies vir 'n vergelykende analise van finansiele regulering. Die finansiele markte in Londen is hoogs ontwikkeld en 'n groat verskeidenheid en aantal banke word op 'n pragmatiese wyse deur die Bank of England gereguleer. In direkte teenstelling daarmee word die Duitse banke, wat hul binnelandse finansiele markte domineer, onderwerp aan 'n streng formele toesighoudingstelsel. Die SuidAfrikaanse finansiele stelsel bevat elemente van beide bogenoemde stelsels, by wyse van 'n moderne banksektor, wat funksioneer in goed ontwikkelde finansiele markte en gereguleer word ooreenkomstig gevorderde risikobestuursbeginsels. Die analise van voorkomende en beskermende regulering in die drie finansiele stelsels, bevestig dat bankregulering inderdaad afgestem is op die regulering van finansiele risikos. Die pogings van die Bank van lnternasiona~e Vereffeninge om die regulasies in finansiele stelsels internasionaal met mekaar in orreenstemming te bring het wesenlik hiertoe bygedra. Die vermyding van direkte monetere vereistes dui verder daarop dat toesighoudende owerhede bewus is van die nadele van sodanige regulering. 'n Aantal aanbevelings word gemaak, naamlik: meer omvattende regulering ten einde ander finansiele instellings wat ook finansiele risikos bestuur, te dek; verdere verslappings van valutabeheermaatreels wat tans die bestuur van wisselkoersrisiko beperk; die totstandkoming van 'n formele depositoversekeringstelsel; 'n groter mate van gekonsolideerde toesighouding; verdere deregulering in gevalle waar regulasies vanuit 'n risikobestuursoogpunt nie wenslik is nie; en her-regulering in die mate waartoe die risikobestuurspraktyke meer effektief gereguleer kan word.