M.Com. (Financial Management) / The idea that strategies should be judged by the economic value which is created in terms of them is well accepted in the business community. Based on surveys of practice there is, however, great uncertainty regarding the way in which strategies and subsequent company performance should be evaluated. The best measure of corporate success is therefore a vexed issue. Accounting numbers and ratios are generally perceived to be poor measures of changes in economic value. The problem can be said not to lie with accounting, but in its inappropriate use. Accounting measures are constrained by accrual accounting conventions and financial reporting objectives; they are not designed to measure changes in a finn's economic value. Some of the limitations are the fact that earnings can be computed in different ways (depending on management's choice of accounting policy), earnings do not reflect differences in risk and it ignores working capital and fixed capital investments. These shortcomings imply that traditional accounting measures (like earnings and earnings per share) are not reliably linked to increasing the value of the company's stock price. When a business wants to determine the economic value of an investment, it discounts the investment's forecast cash flow by the company's cost of capital. This technique, known as discounted cash flow (DCF) analysis, is widely used in capital budgeting and lease versus buy decisions. Until recently, managers have generally been reluctant to extend the approach beyond piecemeal applications to an entire business plan. The shareholder value approach applies the DCF analysis to the business as a whole - treating it as a portfolio of cash-generating strategies...

MASTER OF MANAGEMENT IN FINANCE & INVESTMENT (MMFI) 2015 RESEARCH REPORT / This paper assesses shareholder wealth creation in target and acquiring companies as a result of an acquisition, in particular, a hostile takeover. The paper reviews existing mergers and acquisitions literature and also considers a case study in order to review some practical results. The case study of the Bidvest Group hostile takeover of Adcock Ingram Pharmaceuticals that took place in January 2014 in South Africa is reviewed. A detailed qualitative and quantitative analysis is conducted to ascertain and quantify shareholder wealth creation after the takeover. The analysis conducted included a financial assessment using relevant financial indicators, an analysis of existing literature and interviews with key board directors of Adcock Ingram Pharmaceuticals. To ascertain whether the results of the target company, Adcock Ingram Pharmaceuticals, are either in line, below or above industry performance after the takeover, Adcock Ingram Pharmaceuticals’ results are benchmarked against Aspen Pharmacare Holding’s results. Majority of the findings literature reviewed are that target company shareholder gains exceed acquiring company shareholder gains post an acquisition. The findings of this research are that target company (Adcock Ingram Pharmaceuticals) shareholders are worse off whilst acquiring company (Bidvest Group) shareholders continue to increase their wealth after the takeover. Possible reasons for these results, which contradict majority of the existing literature on wealth gains post a merger or acquisition, are given.

M.Com. (Accounting) / Please refer to full text to view abstract

Text in Afrikaans / Daar is 'n toenemende bewuswording van die noodsaaklikheid van effektiewe beskerming vir minderhede. Die rede vir hierdie toenemende erkenning aan die behoefte aan minderheidsbeskerming is waarskynlik toe te skryf aan die beset dat dit nie alleen die minderheidsaandeelhouers is wat skade ly in geval van benadelende optrede nie, maar ook die ekonomie. Maatskappye word ingevolge die beginsel van meerderheidsbewind bestuur, met die gevolg dat die minderheid onderworpe is aan die wil van die meerderheid. Die minderheid kan hulself hierdeur in 'n onbenydenswaardige posisie bevind, veral indien die meerderheid hul mag aanwend om hul eie belange te bevorder. Gemeenregtelik is die reel in Foss v Harbottle 'n struikelblok vir minderheidsaandeelhouers wat gedingvoering beoog. In 'n poging om die gebrekkige gemeenregtelike beskerming van minderhede te ondervang, is bepaalde statutere maatreels ingevoer. Die evaluasie van hierdie maatreels geskied aan die hand van 'n regsvergelykende ondersoek na verskeie buitelandse stelsels, waarvan die van Nieu-Seeland en Kanada uit staan vanwee die innoverende aard van hul statutere beskermingsmaatreels. Die gevolgtrekking is dat die beskerming wat die Suid-Afrikaanse statutere maatreels aan minderhede bied, onbevredigend is om verskeie redes. Eerstens is hierdie maatreels dikwels te eng bewoord wat daartoe lei dat die aanwendingsveld van die maatreels beperk is. Tweedens hou die maatreels nie tred met ontwikkelings elders in die wereld en veranderende omstandighede en behoeftes in die praktyk nie. Derdens ontbreek goed geformuleerde remedies wat aanvullend tot artikel 252 van die Wet sal wees. Daar is verder bevind dat ad hocwysigings van bestaande maatreels nie die gewenste resultaat gaan bereik nie en 'n algehele hervorming van die Suid-Afrikaanse maatskappyereg word aanbeveel. Ten slotte word konkrete voorstelle in die vorm van konsepwetgewing gemaak en word vergesel van verduidelikende notas. Hierdie wetgewing is hoofsaaklik aan die hand van die Nieu-Seelandse en Kanadese modelle geformuleer. / There is a growing awareness of the need for effective protection of minority shareholders. This can probably be ascribed to the acknowledgement of the fact that prejudicial conduct harms not only minority shareholders, but also the economy at large. Companies are governed by the principle of majority rule; consequently the minority is subjected to the will of the majority. This often places the minority in an invidious position, especially when the majority use their power to further their own interests. The rule in Foss v Harbottle presents a stumbling block to minority shareholder action. Certain statutory measures have been introduced in an effort to counter defective minority protection. These statutory measures are evaluated in the light of a comparative study of several foreign jurisdictions, the most prominent of which are New Zealand and Canada, because of the innovative nature of the measures which they employ. The conclusion arrived at is that, for various reasons, the protection afforded minorities by the South African statutory measures is unsatisfactory. Firstly, the wording of these measures is narrowly construed; this in turn results in a narrow field of application. Secondly, these measures are not in step with developments elsewhere in the world and with the changing circumstances and needs in practice. Thirdly, well-formulated remedies needed in order to supplement section 252 of the Act are non-existent. It has also been found that ad hoc amendments of existing measures will not achieve the required result, and consequently a complete reform of South African company law is recommended. Finally, specific recommendations in the form of draft legislation are made; these are accompanied by explanatory notes. This draft legislation was formulated primarily along the lines of the New Zealand and Canadian models. / Private Law / LL.D.

Text in Afrikaans / Daar is 'n toenemende bewuswording van die noodsaaklikheid van effektiewe beskerming vir minderhede. Die rede vir hierdie toenemende erkenning aan die behoefte aan minderheidsbeskerming is waarskynlik toe te skryf aan die beset dat dit nie alleen die minderheidsaandeelhouers is wat skade ly in geval van benadelende optrede nie, maar ook die ekonomie. Maatskappye word ingevolge die beginsel van meerderheidsbewind bestuur, met die gevolg dat die minderheid onderworpe is aan die wil van die meerderheid. Die minderheid kan hulself hierdeur in 'n onbenydenswaardige posisie bevind, veral indien die meerderheid hul mag aanwend om hul eie belange te bevorder. Gemeenregtelik is die reel in Foss v Harbottle 'n struikelblok vir minderheidsaandeelhouers wat gedingvoering beoog. In 'n poging om die gebrekkige gemeenregtelike beskerming van minderhede te ondervang, is bepaalde statutere maatreels ingevoer. Die evaluasie van hierdie maatreels geskied aan die hand van 'n regsvergelykende ondersoek na verskeie buitelandse stelsels, waarvan die van Nieu-Seeland en Kanada uit staan vanwee die innoverende aard van hul statutere beskermingsmaatreels. Die gevolgtrekking is dat die beskerming wat die Suid-Afrikaanse statutere maatreels aan minderhede bied, onbevredigend is om verskeie redes. Eerstens is hierdie maatreels dikwels te eng bewoord wat daartoe lei dat die aanwendingsveld van die maatreels beperk is. Tweedens hou die maatreels nie tred met ontwikkelings elders in die wereld en veranderende omstandighede en behoeftes in die praktyk nie. Derdens ontbreek goed geformuleerde remedies wat aanvullend tot artikel 252 van die Wet sal wees. Daar is verder bevind dat ad hocwysigings van bestaande maatreels nie die gewenste resultaat gaan bereik nie en 'n algehele hervorming van die Suid-Afrikaanse maatskappyereg word aanbeveel. Ten slotte word konkrete voorstelle in die vorm van konsepwetgewing gemaak en word vergesel van verduidelikende notas. Hierdie wetgewing is hoofsaaklik aan die hand van die Nieu-Seelandse en Kanadese modelle geformuleer. / There is a growing awareness of the need for effective protection of minority shareholders. This can probably be ascribed to the acknowledgement of the fact that prejudicial conduct harms not only minority shareholders, but also the economy at large. Companies are governed by the principle of majority rule; consequently the minority is subjected to the will of the majority. This often places the minority in an invidious position, especially when the majority use their power to further their own interests. The rule in Foss v Harbottle presents a stumbling block to minority shareholder action. Certain statutory measures have been introduced in an effort to counter defective minority protection. These statutory measures are evaluated in the light of a comparative study of several foreign jurisdictions, the most prominent of which are New Zealand and Canada, because of the innovative nature of the measures which they employ. The conclusion arrived at is that, for various reasons, the protection afforded minorities by the South African statutory measures is unsatisfactory. Firstly, the wording of these measures is narrowly construed; this in turn results in a narrow field of application. Secondly, these measures are not in step with developments elsewhere in the world and with the changing circumstances and needs in practice. Thirdly, well-formulated remedies needed in order to supplement section 252 of the Act are non-existent. It has also been found that ad hoc amendments of existing measures will not achieve the required result, and consequently a complete reform of South African company law is recommended. Finally, specific recommendations in the form of draft legislation are made; these are accompanied by explanatory notes. This draft legislation was formulated primarily along the lines of the New Zealand and Canadian models. / Private Law / LL.D.

Empirical evidence indicates that companies that reduce information asymmetry by increased voluntary disclosures achieve several benefits, such as lower cost of capital, improved pricing, and liquidity of their shares. Despite the possibility of such benefits, many studies report varying degrees of voluntary disclosure behaviour that is attributable to various factors. Recent studies indicate that investors’ investment horizon has a significant effect on actions taken by management. Companies with predominantly short-horizon investors spend less on research and development, invest in shorter-term projects that are less profitable than longer-term projects, and are more likely to manipulate earnings to meet short-term earnings expectations. This study investigates whether investors’ investment horizon has an effect on the quality of companies’ information environment. Long-horizon investors should be familiar with their investee company’s risks and rewards, using both their own internal information gathering processes and the cumulative information disclosed by management over time. Moreover, over the course of a long-term relationship, they can become familiar with management’s capability to deliver long-term sustainable returns. Long-horizon investors should therefore be less concerned with short-term fluctuations of earnings and management’s public explanations and disclosures thereof. I hypothesise that higher (lower) proportions of long-horizon investors are associated with lower (higher) quality voluntary disclosure. The shareholder familiarity hypothesis was tested in this study, using an ordinary least squares regression. Voluntary disclosures were observed via the channel of companies’ websites. A checklist was compiled of best practices for online investor relations, and content analyses were conducted on the websites of 205 companies listed on the Johannesburg Stock Exchange. Shareholder familiarity was proxied by shareholder stability, measured over nine years. The stability measure was lagged by one year to create a temporal difference between the shareholder profile and disclosure behaviour. I found that companies with a profile of unstable investors that are larger, younger, dual-listed and have a Big4 auditor have higher quality online investor relations practices. The hypothesis of a negative association between shareholder familiarity and voluntary disclosure quality is therefore accepted. This study extends the theory on information asymmetry and voluntary disclosure by providing evidence supporting the argument that investor horizon is a predictor of voluntary disclosure quality. The dictum of more is better does not hold in all scenarios. It is important for financial directors and investor relations officers to establish the investment horizon profile of their respective companies’ shareholders before they embark on extensive disclosure programmes. / Financial Intelligence

The main objective of the study was to determine the exchange rate volatility regime for carry trade profitability when using the South African Rand as the target currency. The study used the Logistic Smooth Transition Regression (LSTR) model to test the uncovered interest rate parity (UIP). The Sharpe ratio and the risk adjusted forward premium were used as the transition variables. The transition variable is a function of the transition function, which is used to determine the regime for the UIP. The LSTR model is characterised by three regimes, i.e. the lower regime, the middle regime and the upper regime. The LSTR model was tested for the short-term forward rate maturity of less than one year. The results show that the UIP hypothesis holds in the middle regime for the Rand/USD and the Rand/GBP when using the Sharpe ratio as the transition variable. Meanwhile, the UIP hypothesis does not hold for the Rand/Yen when using the Sharpe ratio as the transition variable for the forward rate maturity of one month, and it does hold for other short-term forward rate maturity of less than one year. The results for the risk adjusted forward premium as the transition variable show that the UIP hypothesis does not hold for all three currencies at various short-term forward rate maturities of less than one year. The research provides the following contributions to new knowledge: (1) Uncovered interest parity hypothesis holds in the middle regime for all periods for the Rand/USD and the Rand/GBP when using the Sharpe ratio as the transition variable with a short-term forward rate maturity of less than one year. (2) Currency carry trade profit taking for the Rand/USD and the Rand/GBP can be achieved in the upper regime. (3) The results for the Rand/Yen are mixed, in that the UIP hypothesis does not hold for other crisis periods as a result of negative Sharpe ratios. However, for the calm periods, UIP hypothesis holds in the middle regime for the Rand/Yen for short-term forward rate maturity of more than one month but less than one year when using the Sharpe ratio as the transition variable. The overall contribution of this study is that for the South African Rand as the target currency, the UIP hypothesis holds for the short-term horizon when using the Sharpe ratio as the transition variable and that this mostly depends more on currency than on horizon. Contrary to other researchers who found that the UIP holds in the long-term maturity with higher Sharpe ratios in the upper regime, this study proved that the UIP holds in the short-term maturity horizon. / Business Management / D.B.L.

The main objective of the study was to determine the exchange rate volatility regime for carry trade profitability when using the South African Rand as the target currency. The study used the Logistic Smooth Transition Regression (LSTR) model to test the uncovered interest rate parity (UIP). The Sharpe ratio and the risk adjusted forward premium were used as the transition variables. The transition variable is a function of the transition function, which is used to determine the regime for the UIP. The LSTR model is characterised by three regimes, i.e. the lower regime, the middle regime and the upper regime. The LSTR model was tested for the short-term forward rate maturity of less than one year. The results show that the UIP hypothesis holds in the middle regime for the Rand/USD and the Rand/GBP when using the Sharpe ratio as the transition variable. Meanwhile, the UIP hypothesis does not hold for the Rand/Yen when using the Sharpe ratio as the transition variable for the forward rate maturity of one month, and it does hold for other short-term forward rate maturity of less than one year. The results for the risk adjusted forward premium as the transition variable show that the UIP hypothesis does not hold for all three currencies at various short-term forward rate maturities of less than one year. The research provides the following contributions to new knowledge: (1) Uncovered interest parity hypothesis holds in the middle regime for all periods for the Rand/USD and the Rand/GBP when using the Sharpe ratio as the transition variable with a short-term forward rate maturity of less than one year. (2) Currency carry trade profit taking for the Rand/USD and the Rand/GBP can be achieved in the upper regime. (3) The results for the Rand/Yen are mixed, in that the UIP hypothesis does not hold for other crisis periods as a result of negative Sharpe ratios. However, for the calm periods, UIP hypothesis holds in the middle regime for the Rand/Yen for short-term forward rate maturity of more than one month but less than one year when using the Sharpe ratio as the transition variable. The overall contribution of this study is that for the South African Rand as the target currency, the UIP hypothesis holds for the short-term horizon when using the Sharpe ratio as the transition variable and that this mostly depends more on currency than on horizon. Contrary to other researchers who found that the UIP holds in the long-term maturity with higher Sharpe ratios in the upper regime, this study proved that the UIP holds in the short-term maturity horizon. / Business Management / D.B.L.