Thesis (Ph. D.)--Ohio State University. / Includes vita. Includes bibliographical references (leaves 124-129). Available online via OhioLINK's ETD Center.

Not available / text

Capital asset pricing theory assumes a no-tax, after-tax efficiency equivalence; ie., that the efficient information produced in a no-tax analysis is equivalent to that which is produced in an after-tax analysis. However, if the effect of income taxes is not systematic throughout the market, the useful application of the theory may be impaired by this assumption. This research seeks to determine the effect of income tax imposition on the risk-return expectations or individual investors. If the effect of income tax imposition is to produce non-homogeneous after-tax investor risk-return expectations, then the efficiency equivalence hypothesis must be rejected. This efficiency equivalency hypothesis is evaluated by testing two alternative hypotheses, (1) the systematic riskiness of any individual security, both with and without adjustment for the imposition of income tax, is equivalent, and (2) the no-tax and after-tax expected risk-return rank order of each individual security is the same. An after-tax capital asset pricing model is derived. This model is based upon the premise that the current income tax laws, which require investors to share with the taxing government the uncertain returns from risky assets, allow investors to reduce the riskiness of those returns. The returns on investment assets are derived from both capital gains and from ordinary income distributions. However, the tax treatment of capital gains (losses) and ordinary income (dividends/interest) is not the same. This results in an unsystematic effect on the risks and returns of investments, thus, the income tax effect is not likely to be homogeneous as an efficiency equivalence hypothesis would imply. The analysis focuses on the expected risk-return equivalencies for 465 firms, using ex-post data over a 10 year period. The findings of this study imply that income tax effects on the market are not homogeneous. Income tax differentials are apparent in both the observed beta terms and the risk-return rank-ordering of the securities.

This thesis is concerned with a new computational study of optimal investment decisions with proportional transaction costs or capital gain taxes over multiple periods. The decisions are studied for investors who have access to a risk-free asset and multiple risky assets to maximize the expected utility of terminal wealth. The risky asset returns are modeled by a discrete-time multivariate geometric Brownian motion. As in the model in Davis and Norman (1990) and Lynch and Tan (2010), the transaction cost is modeled to be proportional to the amount of transferred wealth. As in the model in Dammon et al. (2001) and Dammon et al. (2004), the taxation rule is linear, uses the weighted average tax basis price, and allows an immediate tax credit for a capital loss. For the transaction costs problem, we compute both lower and upper bounds for optimal solutions. We propose three trading strategies to obtain the lower bounds: the hyper-sphere strategy (termed HS); the hyper-cube strategy (termed HC); and the value function optimization strategy (termed VF). The first two strategies parameterize the associated no-trading region by a hyper-sphere and a hyper-cube, respectively. The third strategy relies on approximate value functions used in an approximate dynamic programming algorithm. In order to examine their quality, we compute the upper bounds by a modified gradient-based duality method (termed MG). We apply the new methods across various parameter sets and compare their results with those from the methods in Brown and Smith (2011). We are able to numerically solve problems up to the size of 20 risky assets and a 40-year-long horizon. Compared with their methods, the three novel lower bound methods can achieve higher utilities. HS and HC are about one order of magnitude faster in computation times. The upper bounds from MG are tighter in various examples. The new duality gap is ten times narrower than the one in Brown and Smith (2011) in the best case. In addition, I illustrate how the no-trading region deforms when it reaches the borrowing constraint boundary in state space. To the best of our knowledge, this is the first study of the deformation in no-trading region shape resulted from the borrowing constraint. In particular, we demonstrate how the rectangular no-trading region generated in uncorrelated risky asset cases (see, e.g., Lynch and Tan, 2010; Goodman and Ostrov, 2010) transforms into a non-convex region due to the binding of the constraint.For the capital gain taxes problem, we allow wash sales and rule out "shorting against the box" by imposing nonnegativity on portfolio positions. In order to produce accurate results, we sample the risky asset returns from its continuous distribution directly, leading to a dynamic program with continuous decision and state spaces. We provide ingredients of effective error control in an approximate dynamic programming solution method. Accordingly, the relative numerical error in approximating value functions by a polynomial basis function is about 10E-5 measured by the l1 norm and about 10E-10 by the l2 norm. Through highly accurate numerical solutions and transformed state variables, we are able to explain the optimal trades through an associated no-trading region. We numerically show in the new state space the no-trading region has a similar shape and parameter sensitivity to that of the transaction costs problem in Muthuraman and Kumar (2006) and Lynch and Tan (2010). Our computational results elucidate the impact on the no-trading region from volatilities, tax rates, risk aversion of investors, and correlations among risky assets. To the best of our knowledge, this is the first time showing no-trading region of the capital gain taxes problem has such similar traits to that of the transaction costs problem. We also compute lower and upper bounds for the problem. To obtain the lower bounds we propose five novel trading strategies: the value function optimization (VF) strategy from approximate dynamic programming; the myopic optimization and the rolling buy-and-hold heuristic strategies (MO and RBH); and the realized Merton's and hyper-cube strategies (RM and HC) from policy approximation. In order to examine their performance, we develop two upper bound methods (VUB and GUB) based on the duality technique in Brown et al. (2009) and Brown and Smith (2011). Across various sets of parameters, duality gaps between lower and upper bounds are smaller than 3% in most examples. We are able to solve the problem up to the size of 20 risky assets and a 30-year-long horizon.

This thesis considers the impact of taxation on two problems in the theory of financial markets. The first paper deals with the optimal choice of debt made by value-maximising firms. We consider a one-period world with personal and corporate taxation and distinguish between the repayment of principal and the payment of interest on corporate debt. It is shown that at optimum, a value-maximising firm may choose to issue multiple debt contracts with differing seniorities. In addition, the impact of a change in the tax rates (corporate or personal) on the optimum level of debt is seen to be ambiguous. Unambiguous statements can, however, be made about the impact of a change in the corporate tax rate on firm value, the value of the equity and on the required rate of return on risky corporate debt. The analysis borrows heavily on a framework that we develop early in the paper which permits us to visualise the value-maximising firm's choice of an optimal capital structure, graphically. The second essay examines the impact that taxes have on the pricing of call options on corporate stock. It is demonstrated that the process of replication can be influenced by the basis of the stocks used for the replication process as a result of the capital gains taxes involved. Consequently, the equilibrium price for an option is some average of the various costs of replication that different investors face. We find that the equilibrium price for the option can be influenced by investor preferences and by the history of the stock price. The empirical findings of an apparently unpredictable strike-price bias that have been observed in the past literature is examined and duplicated numerically. In addition, one explanation is given for the rationale behind covered option positions that consist of an option position and the corresponding hedge. / Business, Sauder School of / Graduate

Private investment in motion pictures is a popular form of tax shelter in Canada, for high income earners. This thesis attempts to determine if the tax shelter facilitated by motion picture investment adequately compensates the investor for the high risk of the investment. This is an investigation therefore, of the motion picture investment environment in Canada and an appraisal of the legal the financial implications of employing a motion picture tax shelter. A thorough unbiased examination of the consequences of private motion picture investment is needed because of the importance to the motion picture industry of this source of financing. From the point of view of the investor it is important to determine if motion picture investment is a viable-tax shelter. If motion picture investment is a viable shelter, it is necessary to determine the minimum marginal tax bracket an investor must be in before considering such an investment. It must be determined what form of financial arrangement the investment must take. An evaluation must be made to determine the type of motion pictures that are most likely to earn a profit. It is also necessary to determine the value of leveraging the initial capital investment vis-a-vis the incremental future investor liability incurred by the private investor. Does the immediate tax shelter benefit offset the future liability of the promissory notes? The method used to answer the questions posed is to examine the current literature on motion picture investments, examine the legal framework of the investments and examine the relevant income tax legislation. Actual motion picture investments are reviewed and a quantitative financial analysis is undertaken to determine the net outcomes to investors under various circumstances. National Revenue, Taxation is the body of the federal government which interprets and administers the Income Tax Act and Regulations. The terminology of the Act is not always precise therefore the tax department must interpret the legislation in accordance with its mandate which is to collect as much income taxes as possible. If a taxpayer disagrees with National Revenue, Taxation's interpretation he has the right of appeal to the Canadian judicial system. At the present time the courts have upheld National Revenue, Taxation's position that a taxpayer is not entitled to claim a capital cost allowance deduction for any amount that he has not personally committed to the motion picture investment. This study evaluates through quantitative analytical techniques the financial outcomes to an investor who invests in a motion picture with and without the leveraged tax shelter facilitated by the signing of promissory notes. A motion picture investment model is designed which generates the net present value of a motion picture investment over a seven year time horizon. Two hypothetical investor income levels are used to evaluate investment in educational video tape programs and theatrical feature length motion pictures. Assumptions are made about the distribution receipts of the two types of motion pictures. The net present value of the investments are found. The outcomes are compared and contrasted and conclusions are drawn. The primary conclusions are that an investor must have a marginal income tax rate greater than fifty percent of his taxable earnings. The motion picture investment must have a structure which facilitates leverage of the investor's initial capital investment for income tax purposes. The future liability necessary for leverage must be at least partially offset by a minimum distribution revenue guarantee. The leverage will reduce the investor's potential loss through the reduction of income taxes. However, the investor will not realize a net gain unless the motion picture earns revenue exclusive of the minimum revenue guarantee. If the motion picture does not generate any net distribution revenue for the investor he will be liable in the future for the promissory notes that facilitated the tax shelter Therefore, motion picture investment decisions must be based upon careful and detailed examination of the international commercial merits of the motion picture property. / Business, Sauder School of / Graduate

The recent massive shift by Americans into investment funds and the attendant rise of a core group of institutional shareholders has transformed the financial market landscape. This dissertation explores the economic and policy implications associated with this shift to intermediated capital markets. The underlying assumption has always been that the growing presence of institutional investors in capital markets would improve the corporate governance of their portfolio companies, thereby reducing managerial agency costs and increasing firm value. My research explains why the reality deviates from that ideal. Using two novel perspectives—tax and antitrust—this dissertation reveals the disruptive effects and market distortions associated with the rise of institutional ownership. Chapter 1 of this dissertation, Common Ownership: A Game Changer in Corporate Compliance, explores the effect of overlapping institutional ownership of public companies by institutional investors on corporate tax avoidance. Leading scholars now recognize that this type of “common ownership” can change company objectives and behavior in a way that may lead to economic distortions. This chapter explores one unexamined peril associated with such common ownership: the effect of this core group of institutional investors on the tax avoidance behavior of their portfolio companies. I show how common ownership can lead to a reduction in those companies’ tax liability by means of a newly recognized phenomenon I call “flooding.” This term describes a practice by which different companies that are owned by the same institutional shareholders simultaneously take aggressive tax positions to reduce their tax obligations. Due to the IRS’s limited audit capacity, this synchronized behavior is likely to overwhelm the agency and substantially reduce the probability that tax noncompliance will be detected and penalized. This outcome runs counter to the classic deterrence theory model (which assumes that the threat of enforcement deters noncompliance) and demonstrates how common ownership changes the way public firms approach legal risks. By revealing the systematic compliance distortion and attendant enforcement challenges that ensue when the same investors “own it all,” this chapter also highlights a hidden social cost of common ownership. Under the domination of common institutional investors, companies can more easily shirk their taxes, reducing U.S. tax revenues by billions. Ironically, many of these same investors proclaim themselves as socially responsible stewards of the companies they own, attracting millions of individual investors who factor Environmental, Social, and Governance (ESG) issues into their investment decisions. Corporate “flooding” affords an instructive example of the weakness of so-called ESG investment model. To mitigate the detrimental effect of common ownership on corporate tax compliance, this chapter proposes a double sanctions regime, whereby institutional investors would be penalized along with their portfolio companies for improper tax avoidance. Such a regime may help restore deterrence and may incentivize institutional investors to keep their social promises. Chapter 2 of this dissertation, The Agency Tax Costs of Mutual Funds, unveils another tax-related pitfall associated with what some scholars term the “separation of ownership from ownership” problem in intermediated markets. In such markets, retail mutual fund investors cede investment and voting decisions to institutional investors who manage the funds. As a result, actions undertaken unilaterally by financial intermediaries dictate the tax liability of passive individual investors. This chapter argues that the tax decisions of institutional investors are often guided by their own tax considerations rather than by the tax considerations of the beneficiaries who own mutual funds through conventional taxable accounts. Due to the pass-through tax rules that govern investment funds, these beneficiaries, unlike the institutional investors (who are compensated based on pre-tax performance), are tax-sensitive. These diverging incentives give rise to a new type of an agency costs problem. These agency tax costs arise from the institutional investors’ trading decisions, corporate stewardship activities, and their preferences in the mergers and acquisitions (M&A) context. I argue that the structure of M&A deals, the method of payment used in such deals, and even the premiums paid to sellers in such deals are distorted because the votes of passive tax-sensitive retail investors are cast by tax-insensitive institutional investors. As a result, institutional investors not only fail to replicate the tax outcomes that tax-sensitive investors could have achieved had they owned stock directly, but they also distort corporate voting outcomes for all stakeholders—even those with unmediated investments. This chapter proposes several options for mitigating agency tax costs, including mandatory separation of funds based on the tax profile of the beneficiaries, heightened tax disclosure by mutual funds, decentralization of votes in mutual fund sponsors, and pass-through voting systems. These alternatives would reduce the agency tax costs of mutual funds without imposing new agency costs on tax-insensitive shareholders who also rely on institutional investors for portfolio management. The agency tax costs problem undermines the traditional assumption that mutual funds and their individual investors have the common goal of maximizing returns. My research reveals that this underlying assumption is flawed, as it overlooks the tax rules that govern investment funds and the way these rules shape the economic incentives of mutual funds managers and advisors. These incentives create a conflict of interest between institutional investors and their tax-sensitive investors, which has been largely overlooked. The analysis of the agency tax costs problem also illuminates the ways in which the rise of financial intermediaries has impacted the tax behavior of public corporations, which in turn, has affected the tax liability of investors in capital markets. While this result has significant implications for market participants and society at large, the paths through which these effects occur and their underlying economic rationales have received little attention. This chapter addresses this scholarly gap by examining the role of corporate governance structures as well as the role of tax law and policy in shaping the tax incentives of the most powerful market actors in the U.S. economy. Chapter 3 of this dissertation, The Corporate Governance Cartel, offers a novel antitrust perspective on a growing phenomenon in capital markets that has accompanied the rise of institutional ownership: institutional investor coalitions. Traditionally, corporate law has regarded such coalitions as desirable, a solution to the well-known collective action problem facing public shareholders. In this chapter, I challenge that view by revealing the anticompetitive risks that investor coalitions pose. This chapter shows how investor coalitions can emerge at the border between firms and markets, affecting not only the intra-firm governance arrangements of the companies held by the coalition members—but capital markets as well. At the firm/market border, cooperation among institutional investors, even around seemingly benign corporate governance issues, provides an opportunity for tacit collusion among these investors in the markets in which they compete. To illustrate this problem, I use an antitrust lens to analyze the collective efforts of institutional investors to restrict the use of dual-class stock in initial public offerings (IPOs). This original account of the coalition against dual-class structures exposes the significant anticompetitive effects that may arise at the IPO juncture when competing buyers of shares in the primary market coordinate their response to a governance term. Since the members of the coalition collectively possess most of the expected market demand for public offerings, their joint efforts can be seen as an exercise of buyer-side power. The exploitation of such power effectively creates a cartel of buyers in the primary market, resulting in two potential economic distortions: (1) abnormal underpricing of dual-class offerings, and (2) suboptimal governance arrangements. Both distortions reveal overlooked perils associated with the massive aggregation of power by institutional investors. In my antitrust analysis of investor coalitions, I also focus on institutional investor consortiums, trade associations that promote governance principles on behalf of their institutional members, which notably are on the rise. In analyzing these consortiums, this chapter draws upon antitrust rules relative to standard-setting organizations and explores how these anticompetitive risks are exacerbated by these investor consortiums. Finally, this chapter proposes immediate regulatory responses aimed at preventing institutional investors from engaging in collective actions that limit competition. The suggested policies represent a means to resolve the delicate tension between the goal of corporate law to encourage collaboration among shareholders and the goal of antitrust law to restrict cooperation among competitors.

Micro-economic reform is a primary objective of modern Australian socio-economic policy. The key outcome targetted by this reform is increased efficiency, measured by a range of factors, including cost reduction, increased savings, and a more facilitative environment for business activity. These benefits are sought by the proponents of reform as part of a push to increase national prosperity, but concerns that social equity is undermined by it are expressed by opponents of that reform. The debate between efficiency and equity is raging in current Australian tax policy, a key site for micro-economic reform. As Government Budget restructuring occurs in Australia, demographic change (eg, the ageing population) undermines the ability of public funded welfare to provide retirement benefits. Responsibility for self-funded retirement is an important contributor to increasing private savings. Investment in growth assets such as corporate stock is increasing in Australia, however concerns about volatility of asset values and yield stimulate the importance of investment risk management techniques. Financial contract innovation utilising financial derivatives is a dominant mechanism for that risk management. Synthetic equity products which are characterised by capital protection and enhanced yield are popular and efficient equity risk management vehicles, and are observed globally, particularly in the North American market. Financial contract innovation, risk management using financial derivatives, and synthetic equity products suffer from an adverse tax regulatory response in Australia, which deprives Australian investors from access to important savings vehicles. The negative Australian tax response stems from anachronistic legislation and jurisprudence, which emphasises tax outcomes based on legal form. The pinnacle of this approach is the tax law insistence on characterisation of financial contracts as either debt or equity, despite some important financial similarities between these two asset types. Since derivatives produce transactions with novel legal forms this approach is unresponsive to innovation. The negative tax result also stems from a perception that the new products are tax arbitrage vehicles, offering tax benefits properly available to investment in stocks, which is thought to be inappropriate when the new products resemble debt positions (particularly when they are capital protected and yield enhanced). The negative tax response reflects administrative concerns about taxpayer equity and revenue leakage. This approach seeks to impose tax linearity by proxy: rather than utilising systemic reform to align the tax treatment of debt and equity, the current strategy simply denies the equity tax benefits to a variety of innovative financial contracts. It deprives Australians of efficiency enhancing savings products, which because of an adverse tax result are unattractive to investors. The weakness of the current approach is illustrated by critical analysis of three key current and proposed tax laws: the ???debt dividend??? rules in sec. 46D Income Tax Assessment Act 1936 (the ???Tax Act???); the 1997 Budget measures (which seek to integrate related stock and derivative positions); and the proposals in the Taxation of Financial Arrangements Issues Paper (which include a market value tax accounting treatment for ???traded equity,??? and propose a denial of the tax benefits for risk managed equity investments). The thesis develops a model for financial analysis of synthetic equity products to verify the efficiency claims made for them. The approach is described as the ???Tax ReValue??? model. The Tax ReValue approach isolates the enhanced investment returns possible for synthetic equity, and the model is tested by application to the leading Australian synthetic equity product, the converting preference share. The conclusions reached are that the converting preference share provides the key benefits of enhanced investment return and lower capital costs to its corporate issuer. This financial efficiency analysis is relied upon to support the assertion that a facilitative tax response to such products is appropriate. The facilitative response can be delivered by a reformulation of the existing tax rules, or by systemic reform. The reformulation of the existing tax rules is articulated by a Rule of Reason, which is proposed in the thesis as the basis for the allocation and retention of the equity tax benefits. To avoid concerns about taxpayer equity and revenue leakage the Rule of Reason proposes a Two Step approach to the allocation of the equity tax benefits to synthetics. The financial analysis is used to quantify non-tax benefits of synthetic equity products, and to predict whether and to what extent the security performs financially like debt or equity. This financial analysis is overlayed by a refined technical legal appraisal of whether the security contains the essential legal ???Badges of Equity.??? The resulting form and substance approach provides a fair and equitable control mechanism for perceived tax arbitrage, whilst facilitating efficient financial contract innovation. The ultimate source of non-linearity in the taxation of investment capital is the differential tax benefits provided to equity and debt. To promote tax linearity the differentiation needs to be removed, and the thesis makes recommendations for systemic reform, particularly concerning the introduction of a system of ???Franked Debt.??? The proposed system of ???Franked Debt??? would align the tax treatment of debt and equity by replacing the corporate interest deduction tax benefit with a lender credit in respect of corporate tax paid. This credit would operate mechanically like the existing shareholder imputation credit. The interface of this domestic tax credit scheme with the taxation of International investment capital, and the problems occasioned by constructive delivery of franking credits to Australian taxpayers via synthetics, are resolved by the design and costings of the new system, which has the potential to be revenue positive.

Micro-economic reform is a primary objective of modern Australian socio-economic policy. The key outcome targetted by this reform is increased efficiency, measured by a range of factors, including cost reduction, increased savings, and a more facilitative environment for business activity. These benefits are sought by the proponents of reform as part of a push to increase national prosperity, but concerns that social equity is undermined by it are expressed by opponents of that reform. The debate between efficiency and equity is raging in current Australian tax policy, a key site for micro-economic reform. As Government Budget restructuring occurs in Australia, demographic change (eg, the ageing population) undermines the ability of public funded welfare to provide retirement benefits. Responsibility for self-funded retirement is an important contributor to increasing private savings. Investment in growth assets such as corporate stock is increasing in Australia, however concerns about volatility of asset values and yield stimulate the importance of investment risk management techniques. Financial contract innovation utilising financial derivatives is a dominant mechanism for that risk management. Synthetic equity products which are characterised by capital protection and enhanced yield are popular and efficient equity risk management vehicles, and are observed globally, particularly in the North American market. Financial contract innovation, risk management using financial derivatives, and synthetic equity products suffer from an adverse tax regulatory response in Australia, which deprives Australian investors from access to important savings vehicles. The negative Australian tax response stems from anachronistic legislation and jurisprudence, which emphasises tax outcomes based on legal form. The pinnacle of this approach is the tax law insistence on characterisation of financial contracts as either debt or equity, despite some important financial similarities between these two asset types. Since derivatives produce transactions with novel legal forms this approach is unresponsive to innovation. The negative tax result also stems from a perception that the new products are tax arbitrage vehicles, offering tax benefits properly available to investment in stocks, which is thought to be inappropriate when the new products resemble debt positions (particularly when they are capital protected and yield enhanced). The negative tax response reflects administrative concerns about taxpayer equity and revenue leakage. This approach seeks to impose tax linearity by proxy: rather than utilising systemic reform to align the tax treatment of debt and equity, the current strategy simply denies the equity tax benefits to a variety of innovative financial contracts. It deprives Australians of efficiency enhancing savings products, which because of an adverse tax result are unattractive to investors. The weakness of the current approach is illustrated by critical analysis of three key current and proposed tax laws: the ???debt dividend??? rules in sec. 46D Income Tax Assessment Act 1936 (the ???Tax Act???); the 1997 Budget measures (which seek to integrate related stock and derivative positions); and the proposals in the Taxation of Financial Arrangements Issues Paper (which include a market value tax accounting treatment for ???traded equity,??? and propose a denial of the tax benefits for risk managed equity investments). The thesis develops a model for financial analysis of synthetic equity products to verify the efficiency claims made for them. The approach is described as the ???Tax ReValue??? model. The Tax ReValue approach isolates the enhanced investment returns possible for synthetic equity, and the model is tested by application to the leading Australian synthetic equity product, the converting preference share. The conclusions reached are that the converting preference share provides the key benefits of enhanced investment return and lower capital costs to its corporate issuer. This financial efficiency analysis is relied upon to support the assertion that a facilitative tax response to such products is appropriate. The facilitative response can be delivered by a reformulation of the existing tax rules, or by systemic reform. The reformulation of the existing tax rules is articulated by a Rule of Reason, which is proposed in the thesis as the basis for the allocation and retention of the equity tax benefits. To avoid concerns about taxpayer equity and revenue leakage the Rule of Reason proposes a Two Step approach to the allocation of the equity tax benefits to synthetics. The financial analysis is used to quantify non-tax benefits of synthetic equity products, and to predict whether and to what extent the security performs financially like debt or equity. This financial analysis is overlayed by a refined technical legal appraisal of whether the security contains the essential legal ???Badges of Equity.??? The resulting form and substance approach provides a fair and equitable control mechanism for perceived tax arbitrage, whilst facilitating efficient financial contract innovation. The ultimate source of non-linearity in the taxation of investment capital is the differential tax benefits provided to equity and debt. To promote tax linearity the differentiation needs to be removed, and the thesis makes recommendations for systemic reform, particularly concerning the introduction of a system of ???Franked Debt.??? The proposed system of ???Franked Debt??? would align the tax treatment of debt and equity by replacing the corporate interest deduction tax benefit with a lender credit in respect of corporate tax paid. This credit would operate mechanically like the existing shareholder imputation credit. The interface of this domestic tax credit scheme with the taxation of International investment capital, and the problems occasioned by constructive delivery of franking credits to Australian taxpayers via synthetics, are resolved by the design and costings of the new system, which has the potential to be revenue positive.