• Selected
• Entire List

Abstract:
In emerging markets, the concentration of corporate ownership has created agency conflicts between controlling owners and minority shareholders, which are difficult to mitigate through conventional corporate control mechanisms such as boards of directors and takeovers. This study examines whether external independent auditors could be employed as monitors and as bonding mechanisms to alleviate these agency conflicts. Using a broad sample of firms from eight East Asian economies, we document that firms are more likely to employ Big Five auditors when they are subject to the agency problem imbedded in their ownership structure. In addition, among East Asian auditees subject to the agency problem, Big Five auditors charge a higher fee and set a lower audit modification threshold while non-Big Five auditors do not. Taken together, this evidence suggests that Big Five auditors in emerging markets do have a corporate governance role.

Corporate governance; Auditor; Ownership concentration; East Asia

Abstract:
In emerging markets, the concentration of corporate ownership has created agency conflicts between controlling owners and minority shareholders. Conventional corporate control mechanisms such as boards of directors and takeovers are typically weak in containing the agency problem. This study examines whether external independent auditors could be employed as monitors and as bonding mechanisms to alleviate the agency conflict. Using a broad sample of firms from eight East Asian economies, we document that firms are more likely to employ Big Five auditors when they are more subject to the agency problem imbedded in their ultimate ownership structure. This documented relation between auditor choice and the agency problem is not found in prior research in the U.S. and the U.K. where corporate ownership is more diffused and alternative governance mechanisms are more abundant. In addition, among East Asian auditees subject to the agency problem, Big Five auditors charge a higher fee and set a lower audit qualification threshold while non-Big Five auditors do not. Taken together, the evidence suggests that Big Five auditors in emerging markets do have a corporate governance role.

Abstract:
From the U.S. accounting scandals to the emerging markets crisis of 1997-1998, there have been numerous examples of managers or large shareholders using related party transactions to manipulate earnings or divert resources away from their companies. This paper attempts to provide large sample evidence of these transactions in China where the corporate structure, economic institutions and weak legal system are conducive to the related party dealings. Using a sample of 131 Chinese listed firms in the basic materials industries such as mining, lumber, chemicals and building materials, we have found that firms that are controlled by a corporate group engage in more related party transactions than firms that are not. Among the group-controlled listed firms, the results show that they report abnormally high levels of related party sales, mainly to their controlling shareholders and other member firms in the group, when they have incentives to inflate earnings to avoid being delisted or prior to issuing new equity. Once the group-controlled listed firms have generated more free cash flows, they divert resources back to the group through providing other member firms generous trade credits. Our stock return results also confirm the conjectures that at least part of the related party transactions is perceived by the market as opportunistic. Investors view the reported sales figures to be less credible when they are generated from related party dealings than through arm's length transactions. Related party lending is negatively correlated with firm value, as measured by Tobin's Q and market-to-book equity.

Related party transactions, earnings management, tunneling, corporate governance

Abstract:
This paper examines the earnings patterns of initial public offering (IPO) firms in China to shed light on the role of earnings management in the "financial packaging" of Chinese state-owned enterprises (SOEs) for public listing. We base our analysis on the case of B-Shares and H-Shares in China, two types of securities that now allow foreign investors to buy shares in SOEs previously wholly owned by the state. These IPOs mark the beginning of the stock market in China and signify an important step of Chinese economic reform. We examine the pre- and post-IPO earnings patterns for the entire sample, and separately for firms in protected vs. unprotected industries and for B-Shares vs. H-Shares. We find a statistically significant post-issue earnings decline for unprotected industry firms. This earnings decline is most significant for unprotected B-Share firms, and marginally significant for protected B-Share and unprotected H-Share firms, but not significant for protected H-Share firms. In addition, we find some evidence that the accounting accruals of sample firms in unprotected industries decline whereas their cash flows from operations increase after the IPO. Taken together, earnings management in the process of financial packaging seems to depend on the firm's relationship with the central government and on where the securities are listed. The evidence also suggests that the SOEs in unprotected industries may manage accounting accruals to boost earnings and/or list those business units with temporarily high profits resulting from high accounting accruals during the process of financial packaging.

Abstract:
This paper examines the earnings patterns of initial public offering (IPO) firms in China to shed light on the role of earnings management in the "financial packaging" of Chinese state-owned enterprises (SOEs) for public listing. We base our analysis on the case of B-Shares and H-Shares in China, two types of securities that now allow foreign investors to buy shares in SOEs previously wholly owned by the state. These IPOs mark the beginning of the stock market in China and signify an important step of Chinese economic reform. We examine the pre- and post-IPO earnings patterns for the entire sample, and separately for firms in protected vs. unprotected industries and for B-Shares vs. H-Shares. We find a statistically significant post-issue earnings decline for unprotected industry firms. This earnings decline is most significant for unprotected B-Share firms, and marginally significant for protected B-Share and unprotected H-Share firms, but not significant for protected H-Share firms. In addition, we find some evidence that the accounting accruals of sample firms in unprotected industries decline whereas their cash flows from operations increase after the IPO. Taken together, earnings management in the process of financial packaging seems to depend on the firm's relationship with the central government and on where the securities are listed. The evidence also suggests that the SOEs in unprotected industries may manage accounting accruals to boost earnings and/or list those business units with temporarily high profits resulting from high accounting accruals during the process of financial packaging.

Abstract:
This study examines the relations between earnings informativeness, measured by the earnings-return relation, and the ownership structure of 977 companies in seven East Asian economies. Our results are consistent with two complementary explanations. First, concentrated ownership and the associated pyramidal and cross-holding structures create agency conflicts between controlling owners and outside investors. Consequently, controlling owners are perceived to report accounting information for self-interested purposes, causing the reported earnings to lose credibility to outside investors. Second, concentrated ownership is associated with low earnings informativeness as ownership concentration prevents leakage of proprietary information about the firms' rent-seeking activities, which are prevalent and profitable in East Asia.

ownership concentration, transparency, earnings informativeness, emerging market

Abstract:
This paper hypothesizes that the threat of expropriation by controlling owners in East Asian corporations lowers the credibility of accounting earnings and hence the stock price informativeness of those earnings. The complicated share ownership structure of East Asian corporations, characterized by a voting control that is highly concentrated in the hands of families, and a large separation of their voting rights from cash flow rights, provides controlling owners with both the ability and incentive to expropriate minority shareholders. We document that the informativeness of earnings, measured by the earnings-return relation, decreases with the level of an ultimate owner's voting control and the extent to which the owner's voting rights exceed her cash flow rights. We also find that family control per se does not lower the informativeness of earnings. Earnings become less informative when controlling families maintain high voting power and large separation of voting from cash flow rights. Our results are generally robust to controls for firm size, market-to-book assets, leverage, number of industry segments operated by the firm, and to varying the starting and ending dates of the stock return window.

Abstract:
In an effort to increase the credibility of financial information in its emerging capital markets, China recently adopted rigorous new auditing standards designed to increase auditor independence. Consistent with increased auditor independence, we find that the frequency of modified opinions increases nine-fold subsequent to the adoption of the new standards. However, the increase in modified reports is immediately followed by a large decline in audit market share among the largest auditors -- those with the greatest propensity to issue modified reports. We conjecture that this "flight from audit quality" results from the absence of market-based incentives for Chinese managers to demand independent auditors. Our findings suggest that government regulation alone is not sufficient to create financial markets that foster auditor independence.

Abstract:
Property rules of China's partial share issue privatization have created rent-seeking incentives for politicians that may hurt the performance and corporate governance of newly listed state enterprises. This study reports that almost 28% of the CEOs in the sample of 625 firms are ex- or current government bureaucrats. The three-year post-IPO average stock returns of the sample underperform the market by 20%, and the underperformance of firms with such politically-connected CEOs exceeds those without politically-connected CEOs by almost 30%. Firms with politically-connected CEOs are more likely to appoint other bureaucrats to boards of directors, while they appoint fewer directors with relevant professional background or prior business experience, nor any representative of minority shareholders. The presence of politically-connected CEOs is related to the unemployment and fiscal conditions of the firms' regions while unrelated to most firm characteristics. Overall, the results indicate that the appointment of politically-connected CEOs does not enhance shareholder value but rather fulfill political goals of politicians.

Abstract:
We find that analysts' forecast errors are predicted by past accounting accruals (adjustments to cash flows to obtain reported earnings) among both equity issuers and non-issuers. Analysts are more optimistic for the subsequent four years for issuers reporting higher issue-year accruals. The predictive power is greater for discretionary accruals than non-discretionary accruals, and is independent of the presence of an underwriting affiliation. Predicted forecast errors from accruals partially explain the long-term underperformance of new issuers. The predictability of forecast errors also for non-issuers with high accruals suggests that analysts' credulity about accruals management more generally contributes to market inefficiency.

Abstract:
We find that analysts' forecast errors are predicted by past accounting accruals (adjustments to cash flows to obtain reported earnings) among both equity issuers and non-issuers. Analysts are more optimistic for the subsequent four years for issuers reporting higher issue-year accruals. The predictive power is greater for discretionary accruals than non-discretionary accruals, and is independent of the presence of an underwriting affiliation. Predicted forecast errors from accruals partially explain the long-term underperformance of new issuers. The predictability of forecast errors also for non-issuers with high accruals suggests that analysts' credulity about accruals management more generally contributes to market inefficiency.

Abstract:
This paper provides evidence that analysts are credulous about the discretionary accruals at the time of an initial public offering and a seasoned equity issue. Discretionary accruals in the offering year predict subsequent analysts' forecast errors of annual earnings for as long as four fiscal years after the new issue. The discretionary accruals also predict the analysts' five-year growth forecast errors made in the offering year. The long horizon of the observed credulity matches the three to five year horizon of the new issues puzzle of post-issue stock return underperformance documented in recent studies. Analysts who are unaffiliated with the underwriters of the new issue are equally credulous as affiliated analysts. The evidence provides support for the conjecture that inadequate discounting of financial reports by analysts may have fueled initial investor overoptimism in the new issue.

Abstract:
This paper uses a set of firm-level data across 39 countries to study whether national legal environments increase or decrease auditors' governance functions in serving the bonding and signaling role. On the one hand, Big Five auditors may play a stronger governance role in weaker legal environments because they are good substitutes for legal protection of outside investors and risky firms find Big Five auditors more affordable due to lower litigation costs. On the other hand, a country's poor legal environment may significantly weaken the demand and supply of quality audits, lessening their role as a bonding mechanism and a credible signal. Our empirical results provide support to the former view that Big Five auditors fulfill a stronger governance function in weaker legal environments.

Auditor choice, corporate governance, legal environments, litigation costs

Abstract:
This paper examines the pyramidal organizational structure of newly listed local-government-controlled firms in China. These controlling owners are constrained by the Chinese laws prohibiting free transfer of state ownership. Pyramiding allows them to credibly decentralize decision rights to firm management without selling off their ownership. Our empirical results support this conjecture. State controlling owners build more extensive corporate pyramids when they are less burdened with fiscal or unemployment problems, when they have more long-term goals, and when their firms' decisions are more subject to market and legal disciplines. The more extensive pyramids are also associated with higher Tobin's Q, better labor and investment efficiency and greater total factor productivity. This relation between pyramidal structure and firm operating efficiency however is found to be endogenous to the local government incentives and the regional institutional environment faced by the firms.

Decentralization, Ownership Structure, Corporate Pyramids

Abstract:
Using a sample of China's partially privatized state-owned enterprises (SOEs) that have emerged in the global equity markets, this paper examines the decision to list overseas and its consequences. We find that overseas listing of Chinese SOEs is primarily determined by political needs, not by firms' desire to fund growth and expand foreign sales. In addition, we find that overseas listed SOEs have more professional boards of directors, use greater accounting conservatism, exhibit higher investment efficiency, and have better one-year and two-year post-listing stock performance than their domestically listed counterparts. Additional analysis exploring the impact of political relations on overseas listing effects finds that strong political connections weaken the overseas listing effect on investment efficiency and post-listing stock performance, consistent with the positive overseas listing effect on investment efficiency being attenuated by government influence to satisfy state objectives such as excess employment. Taken together, our study suggests that overseas listing provides a mechanism for constraining politicians' pursuit of private benefits and improving efficiency for partially privatized Chinese SOEs. However, the effectiveness of this mechanism is limited for SOEs with strong ties to the government.

Partial privatization, China, Overseas listing, Political connection

Abstract:
Based on a sample of Chinese listed firms from 1998 through 2002, this paper documents that listed firms prop up earnings by using abnormal related sales to their controlling owners. Such related sales propping is more prevalent among state-owned firms and in regions with weaker economic institutions. We also find that these abnormal related sales are not entirely accrual-based but can be cash-based as well, and they serve as a substitute rather than complement to accruals management for meeting earnings targets. Since these abnormal related sales can be cash-based, there is significant cash transfer via related lending from listed firms back to controlling owners after the propping. However, no cash transfer via related lending is found to be associated with accruals earnings management.

Propping, Related party transactions, Corporate governance, Controlling

Abstract:
This paper uses a set of firm-level data across 39 countries to study whether national legal environments increase or decrease auditors' governance functions in serving the bonding and signaling role. On the one hand, Big Five auditors may play a stronger governance role in weaker legal environments because they are good substitutes for legal protection of outside investors and risky firms find Big Five auditors more affordable due to lower litigation costs. On the other hand, a country's poor legal environment may significantly weaken the demand and supply of quality audits, lessening their role as a bonding mechanism and a credible signal. Our empirical results provide support to the former view that Big Five auditors fulfill a stronger governance function in weaker legal environments.

Auditor choice, corporate governance, legal environments, litigation costs

Abstract:
Property rules of China's partial share issue privatization have created rent-seeking incentives for politicians that may hurt the performance and corporate governance of newly listed state enterprises. The study reports that 28% of the CEOs in the sample of 617 firms are ex- or current government bureaucrats. The three-year post-IPO stock returns of the full sample underperform the market by 23%. Much of the underperformance is attributable to the firms run by politically-connected CEOs: the underperformance of firms with politically-connected CEOs exceeds those without politically-connected CEOs by 37%. Firms with politicallyconnected CEOs are more likely to appoint other bureaucrats to the management teams and boards of directors, while they appoint fewer directors with relevant professional background or prior business experience, nor any representative of minority shareholders. The presence of politically-connected CEOs is related to the unemployment and fiscal conditions of the firms' regions while unrelated to most firm characteristics. Overall, the results indicate that the appointment of politically-connected CEOs does not enhance firm efficiency but rather fulfill political goals of politicians.

Abstract:
This paper examines accounting earnings and the associated accrual and cash flow components in the years surrounding an initial public offering (IPO) to study the incentives and opportunities for firms to manage earnings when going public. We identify firm and offering characteristics that may be related to the amount of earnings management in IPO firms. We find that age and ownership retention by original entrepreneurs are significantly negatively related to industry-adjusted discretionary accounting accruals. In addition, we find that net income and cash flow from operations increase in the fiscal year prior to the IPO, and decline significantly in the year of the IPO. Net income continues to decline subsequently but not cash flows. Discretionary working capital and total accruals in the year of the IPO are negatively related to future cash flows and the change in net income between the pre-and post-IPO period. Taken together, the evidence is consistent with a scenario where firms either time an IPO immediately after a year of unusually high cash flow or boost cash flows right before the IPO, and then use accounting accruals to sustain reported net income in the year of the IPO. Thus, the evidence is consistent with the IPO firm attempting to manage investor perceptions with discretionary accruals.

Abstract:
We examine empirically whether earnings management as measured by discretionary accounting accruals explain post-issue stock return underperformance for IPO firms. We find that high discretionary accounting accruals are related to negative abnormal stock returns with high statistical significance. For example, a trading strategy of a short position in IPO firms with high discretionary accruals and a long position in IPOs with low discretionary accruals result in a mean (median) excess return of 102% (83.5%) in the 36-month period beginning after the first fiscal year end of the IPO. The evidence is consistent with Ritter's [1991] conjecture that investors are systematically overoptimistic about the growth prospects of IPO firms. The high discretionary accounting accruals seem to be associated with initial overoptimism of investors with subsequent revelations about the appropriateness of the accruals causing a subsequent downward revision in stock prices.

Abstract:
We find evidence that initial public offering (IPO) firms, on average, have high positive issue-year earnings and abnormal accruals, followed by poor long-run earnings and negative abnormal accruals. The IPO-year abnormal, and not expected, accruals explain the cross-sectional variation in post-issue earnings and stock returns. The results are robust with respect to alternative abnormal accruals and earnings performance measures. IPO firms adopt more income-increasing depreciation policies when they deviate from similar prior performance same industry non-issuers, and they provide significantly less for uncollectible accounts receivable than their matched non-issuers. The results taken together suggest opportunistic earnings management partially explains the new issues anomaly.

Abstract:
Loughran and Ritter (1995) document that firms issuing seasoned equity offerings (SEOs) severely underperform the stock market for three to five years after the offering. Our paper examines the hypothesis that SEO investors are too optimistic because they naively extrapolate earnings trends without fully adjusting for observable discretionary managerial reporting choices. We find that aggressive firms, which report high pre-SEO earnings at the expense of post-SEO earnings by taking high discretionary pre-issue accruals, subsequently perform worse (abnormal stock returns and industry-adjusted net income). Aggressive quartile firms earned a highly significant-50% four-year cumulative abnormal return; conservative quartile firms earn an insignificant-7% four-year cumulative abnormal return. In contrast with discretionary accruals, pre-issue non-discretionary accruals did not predict post-SEO returns.

Abstract:
Loughran and Ritter (1995) document that firms issuing seasoned equity offerings (SEOs) severely underperform the stock market for three to five years after the offering. Our paper examines the hypothesis that SEO investors are too optimistic because they naively extrapolate earnings trends without fully adjusting for observable discretionary managerial reporting choices. We find that aggressive firms, which report high pre-SEO earnings at the expense of post-SEO earnings by taking high discretionary pre-issue accruals, subsequently performed worse (abnormal stock returns and industry-adjusted net income). Aggressive quartile firms earned a highly significant-48% four-year cumulative abnormal return; conservative quartile firms earned an insignificant-7% four-year cumulative abnormal return. In contrast with discretionary accruals, pre-issue non-discretionary accruals did not predict post SEO returns. This paper is also available at the following web address: ftp://next.agsm.ucla.edu/academic.finance/mngseo.ps ftp://next.agsm.ucla.edu/academic.finance/mngseo.hp If you have any questions concerning downloading, please contact Professor Teoh.

Abstract:
We examine the pyramidal ownership structure of a large sample of newly listed Chinese companies controlled by local governments or private entrepreneurs. Both types of the owners use layers of intermediate companies to control their firms. However, their pyramiding behaviors are likely affected by different property rights constraints. Local governments are constrained by the Chinese laws prohibiting free transfer of state ownership. Pyramiding allows them to credibly decentralize their firm decision rights to firm management without selling off their ownership. Private entrepreneurs are constrained by their lack of access to external funds. Pyramiding creates internal capital markets that help relieving their external financing constraints. Our empirical results support these conjectures. Local governments build more extensive corporate pyramids when they are less burdened with fiscal or unemployment problems, when they have more long-term goals, and when their firm decisions are more subject to market and legal disciplines. The more extensive pyramids are also associated with smaller underpricing when the firms go public. Entrepreneur owners construct more complex corporate pyramids when they do not have a very deep pocket - as indicated by whether they are among the top-100 richest people in China.

Pyramid, Ownership Structure, China