Theory used by the article / research |
Ownership structure, investment, and corporate value:
– (Morck et al (1988) and McConnell and Servaes (1990)) find non-linear relation between ownership structure and corporate value.
– (McConnell and Muscarella (1985)) have shown that investment positively affects corporate value.
– (Jensen and Meckling (1976) and Stulz (1988)) show that ownership structure affects corporate value.
– (Jensen and Meckling (1976)) argue that ownership structure affects corporate value by its effect on investment.
– (Morck et al (1988) and McConnell and Servaes (1990) empirically explore the overall relation between ownership structure and corporate value using Tobin’s Q as a proxy for corporate value)
– (McConnell and Muscarella (1985) and Chan et al (1990)) explore the second stage of (Jensen and Meckling (1976)) implication concerning the link between investment and corporate value and find evidence in support of the hypothesis that investment affects corporate value.
Endogeneity issues :
– (Morck et al (1988) and McConnell and Servaes (1990)) treat ownership structure as exogenous in exploring the relation between ownership structure and corporate value.
– (Demsetz and Lehn (1985)) argue that ownership structure is endogenously determined in equilibrium.
– (Kole (1994)) provides evidence of a revisal of causality in the ownership-corporate value relation, suggesting that corporate value could be a determinant of the ownership structure rather than being determined by ownership structure.
– Finding suggests that, other things being equal, managers may prefer equity compensation when they expect their firm to perform well and consequently the value of the firm to increase.
– (Murphy (1985)) finds that managerial compensation is strongly positively related to corporate performance, suggesting that ownership structure can represent an endogenous outcome of the compensation contracting process. |
– (Shleifer and Vishny (1997)) survey the evidence of the existence and mangnitude of agency cost and note that executive compensation contracts offer limited incentives to solve this agency problem.
– (Jensen and Murphy (1990)) report that executive pay goes up by only $3.25 for every $ 1000 change in shareholder wealth.
– (Bebchuk et al.,2002 and Mueller and Yun, 1997) managers of large companies have sufficient discretion or power to design their own compensation contracts.
– (La Porta, Lopez-de-Silanes, and Shleifer,1999) corporate governance in non Anglo Saxon countries offers the (minority) shareholder substantially weaker protection against expropriation.
– (Franks and Mayer (2001)) report that out of 171 large corporations, 85% have a shareholder with at least 25% and %&% have a shareholder owning more than 50% of the equity.
– (Boehmer (2000)) confirms that these figures are representative for all listed firms over the period 1985-1997.
– (Law for German Stocks corporations (Aktiengesellschaften or AGs))explain the management board, the chairman of management board, the supervisory board, and shareholder.
– (Edwards and Fischer (1994) and Gerum et al (1988)) show that proxy system allows bank to have more seats in the supervisory boards than their direct shareholdings would imply.
– (Gugler and Yurtoglu 2003), studied that analyzed the ownership pyramids in Germany show that 60% to 72% of listed firms are ultimately controlled by families. |
Variable use in research |
The OLS regression model
Variables:
– INV: The investment level for firm
– INS1i : Insider ownership firm
– INS2i : will be zero if the insider ownership for firm is less than first breakpoint
– INS3i : will equal to zero if insider ownership of firm is below the secong breakpoint.
The simultaneously equations
Variables:
– Insider ownership = f (market value of firm’s common equity, coporate value, investmen, volatility earnings, liquidity, industry)
– Coporate value = g (insider ownership, investment, financial leverage, asset size, industry)
– Investment = h (insider ownership, corporate value, volatility of earnings, liquidity, industry) |
The impact of size and performance on executive compensation:
Variables:
– Cit : Executive compensation (salary plus bonus)
– Pit-1: Performance of the company (return on sales, assets or share returns)
– Sit-t: Measure of lagged firm size (sales, total assets, employees)
– Xit-1: The ownership and control structures of firms.
-The time lag of one year is usually used assuming that executive compensation is determined by ex-post firm-specific measures.
– β: can be thought of as a proxy for those factors that capture the relationship between pay and performance thereby revealing information about the managerial incentive contract.
The sensitivity compensation to shareholder wealth
Variables:
– ∆it :Managerial compensation
– b∆ : Shareholder wealth
(separate a and b coefficients for different ownership categories) |
Method of analysis |
- The OLS regression model
Estimate a piecewise OLS linears regression of corporate value on ownership structure. Assume that two change in the slope coefficient on insider ownership. Estimate the following model of the investment equations to investigate whether ownership structure affects investmenrt.
The simultaneously equations
To address the potential endogencity effect, estimating a simultaneously equation system of ownership structure, investment and corporate value using the two stage least square method. |
Empirical Model
Step of analysis:
- Noting that average executive pay has increased considerably from 1987 to 2003
- Compared to firm performance, company size is much more important determinant of the level of executive compensation in Germany.
- Agency problems caused by the separation of ownership and control exist because greater ownership concentration lowers the ability of executives to extract higher levels of compensation.
- Considering the difference between direct vs ultimate ownership, we find that increases in the size of companies are associated with higher levels of executive compensation when voting rights deviate from cash flow rights.
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Result of analysis / research (conclusion) |
The result:
Corporate value regression results
– The relation between insider ownership and Tobin’s Q is significantly positive for ownership levels below 7% significantly negative for levels between 7% and 38% and positive but insignificant for levels above 38%.
– The result show that the ownership variables are weaker, but still statistically significant at the 10% level.
Investment regression results:
– There is significant non-monotonic relation between the level of investment and insider ownership.
– The similarity of the size of coefficients on the insider ownership variables I both capital expenditures to the replacement cost of assets is higher than that of R&D expenditures to the replacement cost of assets.
– Non-linear relation between insider ownership and capital expenditures remains significant.
Simultaneous equation regression results
– The primary result is that endogencity indeed affects the result of OLS regressions, this finding holds irrespective of which measure of investment is used.
– Suggest that managers in firms with higher corporate values or with better investment opportunities hold a larger fraction of their firm’s share.
– The result do not show any non-linear relation between insider ownership and investment.
– In conclusion this findings in this section suggest that investment affects corporate value which in turn affects ownership structure thereby reversing the interpretation of the result from OLS regressions.
Robustness tests
– Suggest that the result in Table 4 are not the outcome of a specification error.
– Suggesting no influence of the potential outliers on the inferences from the simultaneous regression analysis.
Conclusions:
– The evidence presented in the paper shows that endogencity significantly affects the inferences one can draw regarding the relation among ownership structure, investment, and corporate value.
– OLS regressions suggest that ownership structure affects investment and therefore corporate value. These finding suggest that the implicit assumption of exogenous ownership structure severely affects the result from OLS regressions and leads to a misinterpretation of the result. The finding also bring into question the result in previous studies.
– Investment affects corporate value which in turn affects ownership structure but not the reverse suggests that ownership may not be an effective incentive mechanism to induce managers to make value-maximizing decisions. |
The result:1. The impact of size and performance on executive compensation
Both size and performance coefficient are significantly positive for the full sample. For every 10% increase in firm’s size, the average compensation paid to executives of the management board increases by about 1.7%. The ROA elasticity ranges from 0.106 to 0.27 means that size elasticity is highest in utilities.
2. Ownership structure and executive compensation
Firms categorized as “firm controlled” are those in which another domestic firm either owns 50% of the outstanding shares or another firm owns at least 25% and no one else owns more than 25%.
The ultimate cash flow right (CFR) associated with the voting right at direct level. The mean of DEV, which is a dummy variable indicating the deviation of cash flow right from voting rights is equal to 0.22, suggesting that 22% of the sample companies CFR deviate from voting right. This ratio naturally much higher in companies with a bank or firm as the largest shareholder at direct level.
– The impact of direct ownership
The first measure is simply the largest direct shareholdings (LS) reports that this variable has a negative coefficient which is highly significant.
Second measure of ownership concentration is based on five dummy variables. The coefficient on the ownership dummies show that firms controlled by other domestic firms, foreign entities, and bank have lower compensation levels than firm in mixed category. On the other hand the coefficient on Bank dummy is almost three times higher, suggesting that managers of firms under the control of a bank receive almost 29% less than managers of firms in the mixed category.
– The impact of ultimate ownership
Suggests that bank and foreign owned firms’ managers receive lower compensation than those under mixed category. Family again pays their managers significantly higher levels of compensation.
– Deviation from one-share-one-vote
Suggest that increase in the size of German companies is associated with much higher level of executive compensation when voting right deviate from the cash flow rights. At the same time, the link between pay and performance becomes weaker in firms, where cash flow rights deviate from voting rights.
3. Ownership and pay-for-Performance Sensitivity
the OLS result show that firms ultimately owned by a Bank and by other entities (Mixed) reward their managers significant annual pay rises even if shareholder earn a zero return. In robust and median regression result, only firms that are ultimately owned by banks have statistically significant pay-for-performance coefficients.
Conclusions:
– Amounts to a substantial fraction of companies, earnings are an important issue to determine whether these payments are made in such a way to align the interests of shareholders and managers. Unfortunately our results suggest that this is hardly the case.
-Strong evidence of agency problems caused by the separation of ownership and control. Lack of control by ownership enables management to extract higher executive compensation, thereby confirming a study by Elston and Goldberg (2003) that used an older German dataset of the period 1970 to 1986. The identity of owners has a significant influence on the level of executive compensation. Whereas bank ownership substantially reduces the level of pay, family ownership has a significantly positive impact.
– The strong relationship between profitability and compensation is absent in firms where ultimate owners increase their voting rights in excess of their cash flow right.
– The evidence provided by this paper is not consistent with superior corporate governance practices that align shareholders and managers interest, it is a good explanation why most German managers were reluctant to conceal more information concerning their compensation packages. |