Thesis (M.Com. (Accounting))--University of the Witwatersrand, Faculty of Commerce, Law and Management, School of Economic and Business Sciences, 2016 / The focus of this study is to provide a view of the extent of strategy disclosures made by companies in both the developed market and the emerging market. The study also provides empirical evidence on the differences in the extent of strategy disclosures between developed and emerging markets. From the results of the study, it can be concluded that the emerging market companies have better strategy disclosures in their annual reports than companies in the developed market. [Abbreviated abstract. Open document to view full version]

Specifics of Anglo-Saxon and Continental corporate governance This thesis deals with the comparison of Anglo-Saxon and Continental approaches to corporate governance. Although the title of this thesis might evoke that the main theme of this thesis is a comparison of two different models of corporate governance, the basis for this work is the opposite. The author aims to make use of the compari- son of selected corporate governance issues in the various legal systems of both the Anglo-Saxon and Continental models of corporate governance to find out how sig- nificantly the current Anglo-Saxon and Continental model of corporate governance differs, whether there is a convergence or divergence between these two models and whether it makes sense to divide legal systems' approaches to corporate governance on the basis of these two models or not anymore. The thesis is divided into five (5) chapters, where the first chapter is a brief intro- duction to corporate governance issues followed by chapters dedicated to selected issues of corporate governance in joint-stock companies after. These four (4) main issues explored in the thesis are: the internal organization of the administrative bod- ies of joint-stock companies, the independence and objectivity of the corporation's administrative bodies, the...

One of the sharpest distinctions among corporate governance systems is between communitarian and contractarian governance systems. At the core of this distinction is corporate ownership. Ownership in Japanese governance system, a typical communitarian governance system, used to be quite stable. However, many Japanese firms experience significant ownership change in recent decades. Despite numerous studies on the debate about change and continuity of communitarian governance system, there is a lack of scholarly efforts on why some firms experience significant change of corporate governance while others do not. Besides, past research predominantly views ownership as an exogenous factor in determining firm outcomes and suggests that it is increasing transactional ownership and declining relational ownership that facilitate corporate governance reform. Nonetheless, we have limited understanding of what triggers change of ownership from relational to transactional shareholders in the first place. / To fill these research gaps, my dissertation adopts symbolic interactionism perspective to explain ownership regime change, which happens when a firm owned by relational shareholders becomes dominantly owned by transactional shareholders. It is an unusual phenomenon in communitarian corporate governance system where ownership is more of a symbolic representation of the underlying social relationships between a firm and its shareholders. The central premise is that certain corporate actions undertaken by a firm may violate the shared meanings underlying communitarian governance system, which triggers a higher likelihood of ownership regime change. With a sample of 24910 firm-year observations from 1990 to 2010 in Japan, I demonstrate that downsizing, hostile takeover, and business relationship termination undertaken by a firm affect the likelihood of ownership regime change, which is moderated by corporate actions conforming to communitarian meanings (e.g. minority shareholding, new alliance formation) and the frequency of corporate actions against shared communitarian meanings at the organizational field level. / This dissertation sheds new lights on corporate governance research by providing an alternative view to explain the antecedents of ownership regime change in communitarian governance system. By adopting a symbolic interactionism perspective, it enriches our understanding of the realm of meanings underlying corporate governance system as well as the interactions between shareholders and firms. Besides, it goes beyond previous feature-oriented approach in corporate governance research by illustrating how salient corporate actions, as events in shareholders’ view, can trigger profound change of corporate governance structure. / 儘管許多文獻曾探討過社群治理體系的變化和沿用，管理學界依然缺乏有關企業經歷重大公司治理變化的成因研究。過往研究大多假設在社群情境裡，外國投資者的增加會導致公司治理變化；然而，這種由外國投資者主導的變化忽略了原來本地關係型股東在公司治理中的角色。此外，股權結構一直被理所當然的視為公司治理變革的外因，卻對觸發股權變動的成因所知甚少。 / 為了彌補這個研究缺口，本文以象徵互動論去解釋社群情境下的股權變動。股權不僅作為公司治理的控制機制，同樣作為企業與股東間社會關係的象徵。本文的中心前提是：企業引起的事件可能會違犯了社群治理體系中的蘊含的共同意義，因此損害了企業與關係型股東的關係，導致更大機會出現關係型股東出售股權予外國投資者。本文以1990年至2010年的於日本上市的工業企業為研究樣本，結果發現企業緊縮和敵意併購會增加發生股權變動的機會；然而，當企業頻繁地進行一些遵從社群治理角度的行為，以及當這些違犯社群共同意義的行為在社群當中愈見頻繁，企業事件對股權變動的影響將減弱。 / 本文對公司治理研究的貢獻在於從另一角度去解釋股權變動的成因。從象徵互動論出發，本文增加了對公司治理體系中蘊含的意義，以及企業與股東交互的理解。此外，不同於以往側重於公司治理特徵的研究，本文著重研究公司的事件如何最終導致此公司治理架構的變化。 / Chen, Xing. / Thesis Ph.D. Chinese University of Hong Kong 2015. / Includes bibliographical references (leaves 105-120). / Abstracts also in Chinese. / Title from PDF title page (viewed on 09, September, 2016). / Detailed summary in vernacular field only. / Detailed summary in vernacular field only. / Detailed summary in vernacular field only.

This study provides empirical evidence on the role of ultimate ownership structure in explaining the variations in firms' cost of equity capital across 21 countries. Using four implied cost of equity proxies, the results show that the large discrepancy between ownership and control rights of the ultimate owner has a positive and significant impact on the firm's cost of equity capital, after controlling for traditional risk factors known in empirical literature. The finding lends support to the entrenchment effect in that the expropriation of the minority investors by the controlling owners increases the systematic risk of the company thereby increases the firm's external financing cost. Further analyses demonstrate that both the legal and extra-legal institutions play an important tank in constraining the higher equity cost as induced by the concentrated ownership structure. In particular, in countries with broad disclosure requirements, strong securities regulations enforcement, keen market competition and high tax compliance, the positive relation between the cost of equity capital and the ownership-control divergence of the ultimate owner is less pronounced. The findings suggest that the institutional factors are effective corporate governance mechanisms and are significant in explaining the international variations in the cost of equity capital. / Chu, Sin Yan Teresa. / Adviser: Woody Wu. / Source: Dissertation Abstracts International, Volume: 70-06, Section: A, page: 2121. / Thesis (Ph.D.)--Chinese University of Hong Kong, 2008. / Includes bibliographical references (leaves 67-73). / Electronic reproduction. Hong Kong : Chinese University of Hong Kong, [2012] System requirements: Adobe Acrobat Reader. Available via World Wide Web. / Electronic reproduction. [Ann Arbor, MI] : ProQuest Information and Learning, [200-] System requirements: Adobe Acrobat Reader. Available via World Wide Web. / Abstracts in English and Chinese. / School code: 1307.

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This dissertation is an examination of the incentives, opportunities and disincentives for earnings management. The research was conducted for the listed, commercial banks in Cyprus. The period examined includes the years 2002-2011, for which the required information was available. After having considered the literature review, the regulations that affect banks’ financial reporting and the results from interviews conducted the research hypotheses were formulated and tested with regressions. The conclusions drawn from this empirical analysis are as follows. The existence of a cash bonus and leverage did not create incentives for earnings management through the use of discretionary accruals. This finding was observed because the bottom line profit was not considered in cash bonus decisions. In addition, most of the banks’ debt was in the form of deposits; deposit schemes do not include covenants that have to be met like other debt contracts. Discretionary accruals were therefore saved so that they could be used to manage earnings and increase regulatory capital. The evidence suggests that when the capital adequacy ratio was low, earnings were managed in order to artificially boost the capital base. The empirical results confirm that regulators perceived banks as being adequately capitalized and hence did not scrutinize bank practices. Banks were then able to grow and to grant loans very generously. Recognition of more interest revenue helped to cover higher interest paid to depositors and also helped executives to earn their bonus. The evidence also suggests that when the CEO was also the chairman of the board, the quality of earnings deteriorated. However, when directors owned shares and as board independence increased, the quality of earnings was improved. Considering the recent financial crisis and that one of the largest banks has collapsed, the results of this thesis should be of great importance to boards and their audit and remuneration committees, shareholders, depositors, auditors and the supervisory authorities.

Ko, Iat Meng. / Thesis (M.Phil.)--Chinese University of Hong Kong, 2008. / Includes bibliographical references (leaves 53-55). / Abstracts in English and Chinese. / Abstract --- p.i / Acknowledgement --- p.iii / Chapter 1 --- Introduction --- p.1 / Chapter 2 --- Research Method --- p.6 / Chapter 2.1 --- Corporate Real Estate Holding Measures --- p.6 / Chapter 2.2 --- Free Cash Flow Measure --- p.6 / Chapter 2.3 --- Corporate Governance Measures --- p.9 / Chapter 2.3.1 --- Outside Blockholder Ownership --- p.10 / Chapter 2.3.2 --- CEO Compensation --- p.10 / Chapter 2.4 --- Merger and Acquisition Effect --- p.11 / Chapter 2.5 --- The Endogeneity Problem of Acquisition --- p.13 / Chapter 3 --- The Data --- p.16 / Chapter 4 --- Empirical Results --- p.19 / Chapter 4.1 --- Free Cash Flow and Corporate Governance --- p.19 / Chapter 4.2 --- M&A Effect --- p.20 / Chapter 4.3 --- Self-Selection Correction --- p.21 / Chapter 4.3.1 --- Estimating the Probability of Acquisition´ؤ Probit Estimation --- p.22 / Chapter 4.3.2 --- Self-Selection Model --- p.23 / Chapter 4.4 --- Effects of Target Firms --- p.24 / Chapter 4.5 --- Changes in Profitability Around Acquisition --- p.25 / Chapter 4.6 --- Sub-samples --- p.26 / Chapter 4.6.1 --- Free Cash Flow and Corporate Governance --- p.27 / Chapter 4.6.2 --- M&A Effect --- p.28 / Chapter 4.6.3 --- Self-Selection Correction --- p.28 / Chapter 4.6.4 --- Effects of Target Firms --- p.29 / Chapter 4.6.5 --- Changes in Profitability Around Acquisition --- p.29 / Chapter 5 --- Conclusion --- p.51 / Bibliography --- p.53

Yang, Bin. / Thesis (M.Phil.)--Chinese University of Hong Kong, 2007. / Includes bibliographical references (leaves 60-63). / Abstracts in English and Chinese. / Acknowledgements --- p.iv / Chapter 1. --- Introduction --- p.1 / Chapter 2. --- Literature Review and Some Discussions --- p.6 / Chapter 3. --- Measuring Corporate Governance --- p.11 / Chapter 3.1. --- Overview --- p.11 / Chapter 3.2. --- Ownership Concentration --- p.14 / Chapter 3.2.1. --- Overview --- p.14 / Chapter 3.2.2. --- Herfindahl Index --- p.15 / Chapter 3.2.3. --- Controlling Largest Shareholder's Ownership --- p.16 / Chapter 3.3. --- Check-and-balance of Ownership --- p.17 / Chapter 3.3.1. --- Overview --- p.17 / Chapter 3.3.2. --- Balance Index --- p.18 / Chapter 3.4. --- Controlling owner alone --- p.18 / Chapter 3.5. --- Separation of Cash Flow Rights and Control Rights --- p.19 / Chapter 3.6. --- Principal-Agent Problem between the largest shareholders and managers --- p.20 / Chapter 3.6.1. --- Duality --- p.20 / Chapter 3.6.2. --- Managerial Ownership..........................................................Error! Bookmark not defined / Chapter 3.7. --- Board Composition --- p.21 / Chapter 4. --- Measuring Public Governance --- p.23 / Chapter 5. --- Determinants of Real Estate Holdings --- p.27 / Chapter 6. --- Data and Empirical Methodology --- p.29 / Chapter 6.1. --- Data Summary --- p.29 / Chapter 6.2. --- Empirical Examination --- p.31 / Chapter 7. --- Statistics and Regression Results --- p.36 / Chapter 7.1. --- Summary Statistics --- p.36 / Chapter 7.2. --- Regression Result --- p.38 / Chapter 7.2.1. --- Univariate results and multivariate results of 22 countries in the Panel A --- p.38 / Chapter 7.2.2. --- Univariate results and multivariate results of 42 countries in the Panel B --- p.45 / Chapter 7.2.3. --- Univariate results and multivariate results of 13 Western European countries and 9 Eastern Asian countries --- p.47 / Chapter 7.2.4. --- Interaction Effects --- p.51 / Chapter 8. --- Robustness Check --- p.52 / Chapter 9. --- Conclusions --- p.58 / References --- p.60

Based on the institutional logic that enterprises will conform with the immediate cultural values and settings in a nation, the important influence of culture on corporate governance has been acknowledged in recent research. It has been shown that the quality of corporate governance varies strongly within regions and globally. Therefore, tests of cultural influences on single components of corporate governance or surrogates thereof have been conducted and their outcomes discussed. This research investigates the influence of culture on corporate governance using all 6 Hofstede cultural dimensions and a uniquely broad set of corporate governance factors that are present in reality. Using 565,787 year observations relating to 18,344 companies in 41 countries for the years 2010-2015, the results of cross-sectional regression analysis with appropriate control variables is presented. The ensuing results further enhance our understanding of culture's influence on the composition of the board of directors and will help regulators and lawmakers in their endeavors to improve relevant legislation as well as allow multinational companies to design effective and reliable corporate governance structures in their enterprises. In my analysis, I find a substantial influence of cultural dimensions on the structural elements of the composition of the board of directors around the globe. In particular board independence, time on the board, gender diversity, and absolute size of the board are impacted by the surrounding cultural environment of the enterprise. These results also hold true in a robustness test with alternative cultural dimensions. A final moderating test gives some evidence of the moderating influence the cultural environment has on the relationship between board structural elements and the quality of corporate governance.

University of Technology, Sydney. Faculty of Business. / Recent regulatory changes in developed economies have sought to apply uniform standards for corporate governance following a series of high profile corporate collapses between 2000 and 2002. The various regulatory responses raised questions in the governance literature on the appropriateness of a “one size fits all” approach. However, empirical outcomes in this literature do not provide a consistent picture on how, or even whether, governance choices vary with firm characteristics. This thesis addresses the lack in empirical direction by investigating the discriminatory power of a fundamental firm variable, the price-to-book ratio (P/B), that is often applied in Australian and other studies to predict governance outcomes. It evaluates how a joint price-to-book, price-to- earnings, firm classification (P/B, P/E) captures variations in governance choices by Australian firms and compares the results with those using a conventional P/B classification. Choices for two key mechanisms – the level of independence of the board of directors and the quality of its external auditors, are examined as they feature prominently in regulatory reforms. The results show that a joint P/B, P/E classification captures significant differences in the use of both mechanisms confirming that governance frameworks vary with firm characteristics. Consistent with expectations, these differences are recorded for board independence within high and within low P/B firms. Significant variations are also identified in the choice of auditor quality within both P/B classes of firms. By enabling a more parsimonious analysis of firm characteristics through the joint P/B, P/E framework, these results enhance our understanding of the choice of independent directors and high quality auditors. They also lend support to the general proposition that a “one size fits all” governance framework could lead to unnecessary costs for firms as they seek optimal governance arrangements that suit their specific information environments.