The following work is a contribution to the research in the field of remuneration and corporate governance. Main aim is to get answers on the question on the relationship between the disclosure of the remuneration system and the firm value. The first research question is, if there is a positive effect of the disclosure of remuneration information on the firm value. Second important research questions are how many companies have separate published remuneration reports and what the qualitative level of the remuneration reports is. The first part of the work gives a literature review of the State-of-the-Art-literature of Corporate Governance and Remuneration. The work includes an Empirical Study of a sample of 100 companies and the existence of separately on the companies' websites published remuneration reports. The contents and the structure of the reports are compared via an indicator-list. Main identified aspects are the remuneration approach, the concept of the report and the disclosure of remuneration. The Event Study method is used to test the relationship between the disclosure of the remuneration system and the firm value. The method is chosen to have the possibility to isolate the factor remuneration system from other influencing factors. Share price and target return, S&P 500 index and target return, abnormal return, standard deviation and differences are computed. The results are compared and indicate that there is a positive effect, because the firm value of the chosen companies are higher after the event than before the event, although the results are not statistically verified. A positive effect on the firm value would be an incentive for companies to publish the information of remuneration in future.

Certaines informations laissent à penser que les clients réagissent négativement aux opérations de fusions et acquisitions. Or les chercheurs en marketing se sont peu intéressés aux effets produits par ces opérations sur la satisfaction des clients. Par ailleurs, la performance des fusions et acquisitions reste l’objet de controverses et suscitent un débat dans le monde académique. Ce travail cherche donc à comprendre si la satisfaction des clients joue le rôle de médiateur de la relation entre une fusion et acquisition et la performance d’une entreprise. Pour se faire, nous analysons 1959 opérations de fusions et acquisitions réalisées par 133 entreprises sur la période allant de 1994 à 2014. Les données sont collectées à partir des bases de données marketing (ACSI), comptables/financières et boursières (Thomson One Banker, Datastream et Fama-French Data Library). Les résultats montrent que les opérations de fusions-acquisitions réalisées par les entreprises expérimentées en matière de fusions-acquisitions permettent d’améliorer le niveau de satisfaction des clients. Les fusions-acquisitions influencent la performance des entreprises parce qu’elles impactent le niveau de satisfaction des clients, qui constitue l’un des principaux déterminants du résultat d’exploitation et de la valeur boursière d’une entreprise. En somme, la satisfaction des clients permet bien de mieux expliquer l’impact des fusions et acquisitions sur la valeur de l’entreprise. / There is some evidence that customers are responding negatively to mergers and acquisitions (M&A). However, marketing researchers have paid little attention to the effects of these operations on customer satisfaction. Moreover, the performance of M&A remains controversial and arouses debate among researchers. This work seeks to understand whether customer satisfaction plays the role of mediator in the relationship between M&A and the performance of a company. We analyze 1,959 M&A transactions carried out by 133 companies over the period 1994 to 2014. Data are gathered from marketing (i.e. American Customer Satisfaction Index) and financial (Thomson One Banker, Datastream and Fama-French Data Libary) databases. The results show that mergers and acquisitions carried out by companies experienced in M&A can improve the level of customer satisfaction. Mergers and acquisitions influence firm performance because they impact the level of customer satisfaction, which is one of the main determinants of a company's operating result and stock market value. In sum, customer satisfaction does allow us to explain the impact of M&A on the value of the firm.

Capital structure is one of the most frequent topics in the finance literature. This literature has its origins in studies of the manufacturing industry. Much of the results of this work have been applied indiscriminately to other industries without thorough validation. Only limited studies have considered financial structure in hospitality industry. The service industry is different than manufacturing industry, and even the hospitality industry is not homogeneous. The restaurant industry and lodging industry are quite different from each other. Of interest to this present study is to seek to understand how the patterns of capital structure are shaped within the context of the multi-unit casual themed restaurant industry. Restaurant industry is well known for a high bankruptcy rate. Many multi-unit restaurants exist in the casual themed restaurants strategic group in the Unites States, and many small independent restaurants are also present. The firm's strategic choice and its relationship with financial structure became a topic for my research. Publicly traded casual themed restaurants have been selected in this study. Hypothetically a common capital structure exists among firms within this strategic group. In this study, an investigation can consider the relationship among financial ratios as well as the uniqueness of the financial structure of the casual themed restaurants. / Master of Science

Face à la baisse des affaires et des pressions de concurrents à bas prix de plus en plus, de nombreux fabricants business-to-business sont en transition vers les services. Pourtant, malgré des investissements importants, les entreprises ne parviennent pas à comprendre les ramifications de la performance de l'ajout de plus d'offres de services. Avec un ensemble de données longitudinales (1998-2013) de 525 fabricants, cette étude teste un cadre global qui démêle les mécanismes financiers à base de médiation qui fournissent simultanément l'effet des services sur la valeur des entreprises sur les différentes étapes de la transition. Bien que la prestation de services augmente de façon monotone croissance des ventes, il a une relation curviligne en forme de U avec la rentabilité, et elle réduit de façon linéaire la volatilité des flux de trésorerie. Les effets sur les performances de déplacement dans les services dépend aussi de facteurs industrie et au niveau de l'entreprise; par exemple, l'effet positif des services sur la croissance des ventes est supérieure dans les industries matures. L'augmentation de la portée de l'entreprise de services en diversifiant les différents marchés défavorablement modère l'effet de la transition vers les services sur la rentabilité. / In the face of declining business and growing pressures from low-cost competitors, many business-to-business manufacturers are transitioning to services. Yet despite substantial investments, firms fail to understand the performance ramifications of adding more service offerings. With a longitudinal data set (1998–2013) of 525 manufacturers, this study tests a comprehensive framework that disentangles the financial-based mediating mechanisms that simultaneously deliver the effect of services on firm value over different stages of the transition. Although providing services monotonously boosts sales growth, it has a U-shaped curvilinear relationship with profitability, and it linearly reduces cash flow volatility. The performance effects of moving into services also depend on industry- and firm-level factors; for example, the positive effect of services on sales growth is greater in mature industries. Increasing the scope of the service business by diversifying across different markets unfavorably moderates the effect of the transition to services on profitability.

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This dissertation empirically explores the facets of corporate innovation in the firm and the ultimate effects on firm value. In the first chapter I identify firm innovation as a new channel by which employee treatment affects firm value. Growth and innovation incentive theories support positive effects of “good” employee treatment on innovation. Alternatively, entrenchment theory suggests such treatment will lead to complacency and shirking, hence deterring innovation. These opposing views merit investigation since in the “new economy”, human capital is increasingly essential to firm value and the growth and success of a firm has become more reliant on corporate innovation. Using the KLD Research & Analytics, Inc. SOCRATES database and newly acquired patent/citation data, I find an overall significant positive relationship between positive employee treatment and innovation quantity (patents) and quality (citations per patent); both measures are significantly correlated to firm value in the literature. Furthermore, I find that favorable employee treatment improves innovation focus – innovation projects more related to firms’ core business. These findings, robust to an alternate data source and endogeneity concerns, are consistent with the theories of growth and innovation incentive and suggest corporate innovation represents a channel by which employee treatment enhances firm value. In the second chapter I use the context of mergers & acquisitions (M&A) to investigate the effect of firm innovative ability. Acquirer announcement returns in M&A are known for being low on average; however, recent studies indicate greater abnormal announcement and long-run returns to firms motivated by the acquisition of innovation. Although acquiring innovation is an important motive for M&A, prior studies have ii mostly focused on the characteristics of target firms. In this paper, I explore the effect of acquirers’ innovative abilities in the M&A transaction. I propose that acquirer’s ex-ante ability to transform internal and external innovation investment into a tangible valued output (i.e. sales or profitability) is subject to asymmetric information. I apply a unique measure of innovative ability to explain the cross-sectional variation in acquirer returns for mergers and find a positive relation between acquirers’ innovative abilities and their abnormal returns around M&A announcements. I further discover that greater CARs in high innovative ability acquirers only exist in a subsample of M&As in the later life cycle of firms. For early merger events (the first three M&As after IPOs), acquirers’ innovative abilities are not associated with significantly larger announcement returns, suggesting an altered market perception of the value impact of acquisitions of innovation and innovative ability. / Business Administration/Finance

Yes / This paper examines how deviation from firms’ target leverage influences their decisions on undertaking foreign acquisitions. Using a sample of 5,746 completed bids by UK acquirers from 1987 to 2012, we observe that over-deviated firms are more likely to acquire foreign targets. Consistent with co-insurance theory, we find that over-deviated firms engage in foreign acquisition deals to relieve their financial constraints and to mitigate their financial distress risk. We also note that foreign acquisitions enhance over-deviated firms’ value and performance, measured by Tobin’s q and return on assets (ROA) respectively. These findings support the view that over-deviated firms pursue the most value-enhancing acquisitions. Overall, this paper suggests that co-insurance effects, value creation and performance improvements are the main incentives for over-deviated firms’ involvement in foreign acquisitions.

本研究係探討公司治理機制是否影響台灣上市櫃公司之現金持有率，並透過檢驗公司治理對公司現金持有價值之影響，來探討公司治理如何影響公司之價值。本研究發現，董事會規模及董事會內部化程度顯著影響公司現金持有率之高低，並發現公司之董事長是否兼任總經理、董事會內部化程度、董監持股率、機構法人持股率、公司是否屬家族控制型態、控制股東之盈餘分配權，以及股份控制權之偏離程度等因素，均影響公司現金之價值，此種結果與現金持有之代理觀點一致。換言之，公司治理機制較差的公司，其管理者（或控制股東）易因個人私利而影響公司現金持有政策，而控制股東與小股東間的核心代理問題，也會顯著降低公司現金持有價值。 / This paper investigates the relationship between corporate governance characteristics and corporate cash holdings of Taiwanese listed companies, and further explores how corporate governance characteristics impact a firm’s value through the value of its cash holdings. Our empirical results show that board size and insider dominance of the board are important determinants of cash holdings. In addition, the duality of chairman and CEO, insider dominance of the board, percentage of equity ownership held by directors, the ratio of institution stockholdings, family-control of a firm, the divergence between control rights and cash-flow rights all affect the value of a firm’s cash holdings. These findings are consistent with the agency view of cash holdings. That is, managers in the firms with poor corporate governance have more incentive to influence corporate cash policies for their own benefits, and the core agency problem between controlling shareholder and minority shareholders affect the value of cash holdings negatively.

In this thesis I investigate the economic determinants and consequences of corporate governance (broadly defined) in Canadian “comply or explain” governance disclosure regime. I find that the quality of governance in firms varies in the cross-section and is associated with firm value as economic theory suggests. Furthermore, I find the effectiveness of board and audit committee has a strong impact on the auditor-client management relationship in their negotiation over financial reporting. Such relationships then influence financial reporting quality and audit fees. Overall, my results support that the theorized advantages of “comply or explain” allow firms greater flexibility in tailoring their governance practice to their specific circumstances. Such tailored governance practice is more efficient and cost-effective and serves the interests of shareholders by 1) improving firm value; 2) constraining managerial opportunism; and 3) improving audit quality without incurring higher audit fees. / Thesis (Ph.D, Management) -- Queen's University, 2013-07-26 11:29:18.86

Este estudo investiga se o planejamento tributário efetuado pelas companhias abertas é uma prática de gestão que gera valor para o acionista. Embora se possa conjeturar que o aumento de lucros proporcionado pela economia de tributos contribua para elevar o valor da firma, uma avaliação incompleta de todos os custos do planejamento tributário possibilita o surgimento de quadros em que os custos superam os benefícios, reduzindo o retorno para os acionistas e afetando negativamente o valor da firma. Estudos desta questão efetuados em outros países apresentaram resultados variados. Para a verificação empírica, utilizou-se de análise de dados em painel, realizada sobre uma amostra de 1.432 observações do tipo empresa-ano, composta por 310 companhias abertas negociadas em bolsa nos anos de 2007 a 2012. O valor da firma foi estimado pelo Q de Tobin e o planejamento tributário por duas métricas distintas, alternadamente: Book-Tax Differences, controlada por accruals, e total de tributos distribuídos na DVA, ambas padronizadas pelo ativo. Visando obter resultados robustos, a amostra foi estratificada em função da agressividade histórica das firmas quanto ao planejamento tributário. Os resultados mostram que existe uma relação negativa entre planejamento tributário e valor da firma no estrato das firmas mais agressivas, não tendo havido convergência de evidências no estrato das firmas menos agressivas. Em função das peculiaridades do mercado de capitais brasileiro, foram analisados também os efeitos da governança corporativa, da gestão familiar e da concentração acionária sobre a relação estudada. Os resultados mostram que estes fatores não conseguem conter a diminuição de valor ocorrida no estrato das firmas agressivas. A contribuição desta pesquisa para a literatura consiste na demonstração dos efeitos que os custos de agência exercem sobre as avaliações dos investidores no mercado de capitais e na evidenciação da relação negativa entre planejamento tributário e valor da firma, detectada no conjunto das firmas agressivas, o que pode orientar a conduta dos investidores, analistas de mercado e gestores. / This study investigates whether tax planning activities conducted by publicly traded firms represent a management practice that creates shareholder value. While one might say, at first, that the increase in profits provided by the tax savings contributes to raise the value of the firm, an incomplete assessment of all the costs of tax planning facilitates the emergence of scenarios in which the costs outweigh the benefits, reducing the return to shareholders and adversely affecting the firm value. Studies of this issue in other countries found mixed evidence. For the empirical verification, analysis of panel data was conducted on a sample of 1,432 firm-year observations, composed of 310 publicly traded firms in years 2007 to 2012. Firm value was estimated by Tobin\'s Q and tax planning was proxied by two distinct metrics, alternately: Book-Tax Differences, controlled by total accruals, and total taxes distributed in Value Added Statement, both scaled by total assets. In order to obtain more robust results, the sample was stratified according to historical aggressiveness of the firms\' tax planning. The results show that there is a negative relationship between tax planning and firm value in the stratum of the most aggressive firms. Evidence didn\'t converge for the stratum of less aggressive firms. Due to the peculiarities of the Brazilian capital markets, the effects of corporate governance, ownership concentration and family management over the investigated relationship were also analyzed. The results show that these factors can not contain the value destruction that occurs in the stratum of the aggressive firms. The contribution of this research to the literature consists in demonstrating the effects that agency costs have on firm evaluations made by investors in the Brazilian capital markets and the disclosure of the negative relationship between tax planning and firm value found in the group of the aggressive firms, which can guide the behavior of investors, market analysts and managers.