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Abstract

This paper examines how shareholder investment horizons influence payout policy choices. The authors infer institutional shareholders' investment horizons using the churn rate of their overall stock portfolios prior to the payout decision. The authors find that the frequency and amount of repurchases increases with ownership by short-term investors to the detriment of dividends. They also find that the market reacts less positively to repurchase announcements made by firms held by short-term institutions. These findings are consistent with a model in which undervalued firms signal their value through repurchases, but firms held by short-term investors make repurchases more often because those investors care mostly about the short-term price reaction. Hence, the market rationally discounts the signal provided by such repurchases. Our findings suggest that shorter shareholder investment horizons might be one contributing factor to the increasing popularity of buybacks.

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... Over the past three decades, how institutional investors' holdings affect corporate financial policies has been examined both theoretically and empirically. In particular, recent studies have focused on institutional heterogeneity, such as different institutional investment horizons, in the relation between shareholder ownership and corporate finance decision (Chen et al., 2007;Gaspar et al., 2005Gaspar et al., , 2012Attig et al., 2012). They argue that short-term institutional investors are weak monitors, and independent institutions with long-term investments specialize in monitoring and influencing efforts rather than in trading. ...
... Second, we supplement existing literature by considering corporate governance in the relation between foreign investment horizons and payout policy. Previous literature has mostly focused on the direct relation between institutional investment horizons and their monitoring roles in the stock market (Chen et al., 2007;Gaspar et al., 2005;Gaspar et al., 2012). They do not consider corporate governance, which is one of the efficient ways to monitor and reduce agency costs. ...
... Assuming that institutions are better monitors (Allen et al., 2000), these theories imply that the larger the institutional investment, the higher the payouts and lower agency costs. Meanwhile, recent studies focus on institutional heterogeneity, such as different institutional investment horizons, in the relation between shareholder ownership and corporate finance decision (Chen et al., 2007;Gaspar et al., 2005;Gaspar et al., 2012). Gaspar et al. (2005) argue that short-term institutional investors are weak monitors. ...
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This paper examines whether long-term foreign investors may force firms to use a costly dividend to mitigate inefficient managerial behavior. The authors also hypothesize that the relation between foreign investment horizons and payout policy depends upon the extent of the corporate governance. The authors find that firms held by long-term foreign investors make dividend more often in the subsequent years. The authors also find that foreign investors with long-term investments do not cause firms to pay dividends when firms have strong corporate governance. It suggests that long-term foreign investors serve as a substitute for strong corporate governance with respect to controlling agency conflicts.
... Short-term investors tend to trade on temporary signals (Yan and Zhang 2009), liquidity needs (Da et al. 2011), or behavioral biases (Cremers and Pareek 2015). The investment horizon of institutional investors matters for corporate policies (Harford et al. 2018;Derrien et al. 2013), cost of equity (Attig et al. 2012), the amplification of market shocks (Cella et al. 2013), bank debt financing (Cline et al. 2020), firm valuation (Cremers et al. 2020), payout policy (Gaspar et al. 2013), SEOs (Hao 2014), and corporate social responsibility (Nguyen et al. 2020), and equity returns (Yan and Zhang 2009). Given the growing importance of the role of the investment horizon of institutional investors, it is a crucial question to examine the relationship between the investment horizon of institutions and economic policy uncertainty. ...
... Investors ranked in the bottom quartile are classified as long-term institutional investors. Finally, we define long-term (short-term) institutional ownership (hereafter LIO and SIO) as the ratio of the number of shares held by long-term (short-term) institutional investors to the total number of shares outstanding (Yan and Zhang 2009;Gaspar et al. 2013;Harford et al. 2018;Cline et al. 2020; Wang and Wei 2021). ...
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Existing literature has extensively discussed the impact of economic policy uncertainty (EPU) on firm-related activities, but there is sparse evidence of its impact on the behavior of institutional investors. Using quarterly U.S firm-level data for 1980Q1-2020Q4, we find heterogeneous responses of institutional investors to EPU shocks to different horizons. Specifically, long-term institutional investors respond positively to EPU shocks, while short-term institutional investors reduce their holdings during periods of uncertainty. We posit that different expectations about the future of firms between long- and short-term investors may account for the heterogeneous responses. We test this hypothesis by investigating how firm growth opportunities, volatility, and investment activity influence the relationship between EPU and institutional investor horizons. The results show that the positive (negative) effect of EPU on long-term (short-term) institutional investors becomes stronger for firms with higher growth opportunities, higher volatility, and more investment. Our paper has important economic implications that the countercyclical behavior of long-term institutional investors improves firm value and liquidity during uncertain periods.
... In the past three decades, the share repurchase activity of U.S. corporations has experienced extraordinary growth (Gaspar et al., 2013). Repurchases are now an important form of payout of US firms, and the long-term trend in payout choices points toward a lower proportion of firms paying dividends and replacing them with repurchases (Fama and French, 2001;Gaspar et al., 2013). ...
... In the past three decades, the share repurchase activity of U.S. corporations has experienced extraordinary growth (Gaspar et al., 2013). Repurchases are now an important form of payout of US firms, and the long-term trend in payout choices points toward a lower proportion of firms paying dividends and replacing them with repurchases (Fama and French, 2001;Gaspar et al., 2013). However, stock repurchases are very pro-cyclical, while dividends increase steadily over time. ...
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Purpose The purpose of this paper is to investigate the relationship between dividend policy and the life cycle of firms in India. In addition, this study intends to examine the variation in dividend behaviour over the life cycle of a firm. The study anticipates that a firm's dividend behaviour varies over its life cycle. Design/methodology/approach To scrutinize the validity of the proposition, the authors classify 1968 non-financial industrial firms listed at Bombay Stock Exchange (BSE) into growth, mature and stagnant firms over the period 2000–20. Additionally, to check the robustness of the results, they use an array of techniques such as analysis of variance, pooled ordinary least squares, fixed effects models and random effects models. Findings The empirical findings suggest that dividend behaviour varies over a firm's life cycle. Specifically, stagnant firms are paying significantly higher dividends than growth firms. Mature firms are paying significantly higher dividends than growth firms. The results are consistent after controlling the effects of firm's size, profitability, leverage, operating risk, systematic risk and growth opportunities. Research limitations/implications The findings are useful for corporate decision makers in establishing an appropriate dividend policy conditional on firms' life cycle stage and for shareholders in making investment decisions. Originality/value The relation between dividend policy and firm life cycle has not been examined before in the context of Indian stock market. Thus, this research bridges this gap in the literature.
... as well as to pressure companies into maximizing short-term earnings growth and resell their stock at a profit compared to investors that have a short-term focus (Bushee 2001;Bolton et al. 2006;Gaspar et al. 2013). Hassan et al. (2021) indicate that myopic investors are likely to use shareholder litigation as a tool to pressure management into taking actions that can reduce short-term price risk. ...
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This paper investigates whether and how shareholder litigation influences income smoothing. Using the ruling of the Ninth Circuit Court of Appeals in 1999 as an exogenous shock to the threat of litigation, we find that the increasing difficulty of class action lawsuits decreases income smoothing. This finding is robust to different model specifications. We also show that such an effect is stronger for firms that are more likely to face greater pressure from the threat of shareholder litigation risk. Overall, our findings extend the literature on investigating how class action lawsuits can affect the motivation of income smoothing.
... As a measure for ESG reputational risk, we use RepRisk's CurrentRRI index to capture a company's current exposure to ESG-related issues. In addition, following the extant literature on payout determinants (Almeida, Fos and Kronlund, 2016;Arena and Julio, 2023;Bens et al., 2003;Blouin, Raedy and Shackelford, 2011;Bonaimé, Hankins and Harford, 2014;Dittmar, 2000;Gaspar et al., 2013;Herdhayinta, Lau and Shen, 2021;Jensen, 1986;Oswald and Young, 2008;Rozeff, 1982), we include in our regression a rich set of control variables. In line with Jensen's (1986) free cash flow theory, we control for free cash flows (FreeCash-Flows). ...
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This study explores the relationship between ESG reputational risk, corporate payouts and firm value. Using a sample of 2021 US-listed firms between 2007 and 2019, we provide robust evidence that ESG reputational risk relates to higher payouts, and that free cash flows amplify this relationship. Turning to payout composition, we document that ESG reputational risk associates with a payout mix comprising a higher analogy of share repurchases versus dividends; and that this relationship is more pronounced under financial constraints. Furthermore, we show that the market places a premium on payouts from high ESG reputational risk firms. Our findings are in line with the notion that ESG reputational risk represents agency problems and raises financial risk, inducing firms to disgorge cash via a more flexible payout regime. Results are robust to several estimation techniques that address endogeneity, self-selection, and censored observations.
... Finally, we add to the literature linking investment horizon to corporate behavior, such as capital structure (Boubaker et al, 2019), corporate innovation and R&D investment (Barrot, 2017;Bushee, 1998), corporate social responsibility (Boubaker et al, 2017), corporate payout policy (Amin et al, 2015;Gaspar et al., 2013), mergers and acquisitions (Gaspar, Massa, and Matos, 2005), firm's performance (Elyasiani and Jia, 2010), and investment to cash flow sensitivity (Attig et al. 2012). As noted by Hartzell and Starks (2003), though long-term investors could affect corporate policies by active monitoring, short-term investors could affect corporate policies through their trading strategies and preferences. ...
We examine the relation between the probability of future stock price crash and investors’ investment horizons. Using negative skewness as a proxy for firm-specific crash risk, we document a positive association between institutional ownership and stock price crash risk. The relation is, however, driven by short-term institutional investors, while the presence of long-term institutional investors has a negative effect on stock price crash risk. In addition, we find that the presence of short-term institutional investors induces corporate risk-taking behavior. Our results are robust to alternative model specifications, endogeneity concerns, and different measures of crash risk and proxies of investors’ horizons.
... Rank issue modes based on wealth transfers corporate decisions. 15 For example, tax clientele effects are known to be an important determinant in firms' payout policies, including dividends and share repurchases (see, e.g., Bhat and Pandey 1993;Lie and Lie 1999;Gaspar et al. 2013) and incorporation decisions (Babkin, Glover and Levine 2017). Anecdotal evidence indicates that some shareholders oppose a share issue because it would considerably dilute their holdings. ...
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We analyze rights and public offerings when informed shareholders strategically choose to subscribe. Absent wealth constraints, rights offerings achieve the full information outcome and dominate public offerings. When some shareholders are wealth constrained, rights offerings lead to more dilution of their stakes and lower payoffs, despite the income from selling these rights. In both rights and public offerings, there is a trade-off between investment efficiency and wealth transfers among shareholders. When firms can choose the flotation method, either all firms choose the same offer method or high and low types opt for rights offerings, while intermediate types select public offerings. (JEL G32) Received September 23, 2021; editorial decision June 8, 2022 by Editor: Andrew Ellul.
... SDReturn and SDCF are included to be consistent with the flexibility hypothesis, where firms use their discretion over the number and timing of shares to buy back ( Bargeron et al., 2011 ;Bonaimé et al., 2016 ). BlockOwn, OfficerOwn , and ForeignOwn are included because prior studies find a relationship between ownership structure and repurchaserelated variables ( Wu, 2012 ;Gaspar et al., 2012 ). Finally, given that Massa et al. (2007) find that firms initiate OMRs to mimic their industry peers, we include Mimic to account for industry trends. ...
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This paper extends the signaling hypothesis by investigating the signal strength adjustment behavior with respect to the announcement of an open market repurchase (OMR). Given that an OMR is a non-binding commitment for the repurchasing firm, the stock market would likely scrutinize the credibility of the undervaluation signal from the OMR announcement of the firm. This may compel the manager to engage in various mechanisms in order to strengthen the undervaluation signal of the OMR announcement. This paper investigates whether managers of repurchasing firms would modify the terms of the OMR program when the simultaneous announcements of bad news threaten the credibility of the signal from the OMR announcements. Consistent with our signal strength adjustment hypothesis, we find that managers of repurchasing firms increase (shorten) the repurchase plan size (period) with the magnitude of bad news in the simultaneous announcements. Our results also show that the stock market reacts positively to the signal strength adjustments, indicating that they are informative to the market. These results hold after using various techniques to control for sample selection bias.
... Cella et al. (2013) show that stocks held by more long-term investors are more resilient to market downturns. Gaspar et al. (2013) find that shareholder investment horizons influence payout policy choices. Cremers et al. (2020) find that an increase in short-horizon investors is associated with cuts to long-term investment and increased short-term earnings. ...
... Other contributions indicate that the effects of short-term investors extend beyond R&D. For example, firms with more short-term investors perform worse in corporate takeovers, both as targets and acquirers (Gaspar et al., 2005;Chen et al., 2007), exhibit more fraud and empire building (Harford et al., 2018), and use share buybacks more frequently to payout out more to shareholders (Gaspar et al., (2013). ...
Article
We provide a comprehensive overview of the role of institutional investors in corporate governance with three main components. First, we establish new stylized facts documenting the evolution and importance of institutional ownership. Second, we provide a detailed characterization of key aspects of the legal and regulatory setting within which institutional investors govern portfolio firms. Third, we synthesize the evolving response of the recent theoretical and empirical academic literature in finance to the emergence of institutional investors in corporate governance. We highlight how the defining aspect of institutional investors – the fact that they are financial intermediaries – differentiates them in their governance role from standard principal blockholders. Further, not all institutional investors are identical, and we pay close attention to heterogeneity amongst institutional investors as blockholders.
... Second, employee satisfaction fosters productivity and efficiency, also leading to higher profits (Edmans, 2011;Edmans, 2012). Third, corporate social responsibility can attract a shareholder base that has long-term investment goals, reducing pressure on management to generate short-term profits and allowing for investments that yield returns over a longer time horizon (Gaspar et al., 2013). Fourth, improved governance standards indicate better management practices and result in higher future performance (Ferrell et al., 2016). ...
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We study behind-the-scenes investor activism promoting environmental, social, and governance (ESG) improvements by means of a proprietary dataset of a large international, socially responsible activist fund. We examine the activist’s target selection, forms of engagement, impact on ESG performance, drivers of success, and effects on the targets’ operations and value creation. Target firms are typically large and visible, perform well, and have high liquidity (stock turnover) and low ESG performance. Engagement induces ESG rating adjustments: firms with poor ex ante ESG ratings experience a ratings increase after complying with the activist’s demands, whereas firms with high ex ante ESG ratings experience a ratings decrease following the revelation of their ESG problems. Activism that is focused on environmental and social issues is more likely to succeed if targets are ESG-sensitive (i.e., they have a strong ex ante ESG profile). Successful engagements boost targets’ sales. Risk-adjusted excess stock returns (with four-factor adjustment and relative to a matched sample of non-engaged firms) of successful engagements outperform those of unsuccessful engagements by 2.7%. Results are especially strong for firms with low ex ante ESG scores. Specifically, targeted firms in the lowest ex ante ESG quartile outperform matched peers by 7.5% in the year after the end of the engagement. Our results thus suggest that the activism regarding corporate social responsibility generally improves ESG practices and corporate sales and is profitable to the activist. Taken together, we provide direct evidence that ethical investing and strong financial performance, both from the activist’s and the targeted firm’s perspective, can go hand-in-hand together.
... One important distinction refers to their investment horizons. In recent studies, Gloßner (2019), Kim et al. (2019a) and Oikonomou et al. (2020) distinguish between the impacts of short-and long-term investors on firms' ESG performance because different investment horizons may affect the incentive to monitor and, in turn, affect various corporate decisions and practices (Bushee 1998;Chen et al. 2007;Gaspar et al. 2013). Another separation pertains to content-driven, socially responsible investing (Majoch et al. 2017;Alda 2019). ...
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In light of current climate change discussions, this paper analyzes the effect of ownership structure on a firm’s environmental performance with a subsequent focus on corporate emission reduction. Based on a cross-national European sample consisting of 7,384 firm-year observations between 2008 and 2017, this study explores the relationship between sustainable institutional investors and environmental performance. In line with prior research and embedded in an agency theoretical framework, the nature of institutional investors may act as a stimulating driver towards green business practices. Sustainable institutional investors are defined based on their signatory status to the UN Principles for Responsible Investment and their (long-term) investment horizons. The first classification stems from a content-driven sustainability perspective, while the second is derived from temporal sustainability. The results indicate that sustainable institutional ownership is positively associated with a firm’s environmental performance. Further investigations reveal that sustainable institutional investor ownership is also positively associated with firms’ willingness to respond to the Carbon Disclosure Project. These results indicate a higher carbon-risk awareness in firms with greater sustainable institutional investor ownership. Our paper significantly contributes to prior empirical research on institutional ownership and environmental performance and offers useful theoretical and practical implications. It focusses on a still-underdeveloped research area, namely organizations and their relationships with the natural environment, including institutional equity ownership as a driver towards greener practices on a corporate level.
... However, special dividends are preferred for firms where the shareholder heterogeneity is even lower than open market repurchase. Gaspar et al. (2012) discuss the amount of repurchase and its frequency increases for firms held by short-term investors over dividend payment. ...
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The paper aims to identify the variables contributing to special payouts considering open market repurchase, tender offer repurchases, and special dividends. A multinomial logit model has been used to investigate the choice of payout out of 754 payout announcements made between 2004 and 2017 in India. The study investigates agency cost, shareholder heterogeneity, clientele effect, distribution size, misvaluation, and takeover threat. The MNL results suggest that open market repurchase is chosen when the takeover threat is high, firms are significant, or in case of undervaluation of firms. Tender offer repurchase is preferred in high agency cost, high takeover threat, low shareholder heterogeneity, and undervaluation. The study further investigates the nature of ownership in terms of a business group affiliated and standalone firms. The result of the study suggests the nature of ownership impacts the choice of dividend payout choice. Group affiliated firms are driven by clientele effect and distribution size, and in standalone firms’ agency and shareholder heterogeneity holds. The Bayesian approach which is based on the combination of previous information and the current data available is used in the study for MNL. The findings suggest that payout choices of open market repurchase and tender offer repurchase over special dividends are based on misvaluation and shareholder heterogeneity.
... Prior studies indicate that the institutional investor horizon exerts substantial impacts on various corporate policies, such as the payout policy (see Gaspar et al. 2013), investment policy (see Derrien, Kecskes, and Thesmar 2013) and financing decisions (see Boubaker et al. 2019). Therefore, to test whether the ownership horizon of institutional investors is a significant factor that influences REIT acquisition decisions, we measure investor horizon (proxied by investment turnover) following Barber and Odean (2000), Hotchkiss and Strickland (2003), Gaspar, Massa, and Matos (2005), and Derrien, Kecskes, and Thesmar (2013). ...
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We examine the relationship between institutional ownership and Real Estate Investment Trust (REIT) acquisitions. We find that REITs with relatively higher levels of pre-event institutional ownership are more likely to partake in acquisitions. We additionally find that levels of institutional ownership significantly increase post-acquisitions even after controlling for other relevant factors. This increase is driven by longer-term and passive institutional investors. Further, we find positive influences from the increase in institutional ownership on both market and accounting performance, however, this is driven by increases in short-term and active institutional investor levels. Collectively, our results suggest a significant influence by institutional investment on REIT acquisition decisions that has a significant effect on shareholder wealth.
... This channel is consistent with catering considerations (Baker & Wurgler, 2004) explaining overpayment. At the same time, pressure from short-term-oriented shareholders to prop up share prices leads to significant increases in share buybacks (Gaspar, Massa, Matos, Patgiri, & Rehman, 2012). Second, managerial incentives could Electronic copy available at: https://ssrn.com/abstract=2728942 ...
Article
Firms that follow excessive payout policies (over‐payers) are higher on the financial distress spectrum and have lower survival rates than under‐payers. In addition, over‐payers endure lower future sales and asset growth than under‐payers and experience negative abnormal returns in the bond and stock markets. Exogenous import tariff reductions and commodity price jumps reduce the likelihood of overpayment. We interpret this as evidence consistent with financial flexibility considerations, rather than risk‐shifting, explaining the decision to overpay. We also find that CEO overconfidence and catering incentives affect overpayment. This article is protected by copyright. All rights reserved.
... The novelty of our model starts with the idea that institutional shareholders can play an ex ante governance role by influencing corporate policy. A growing body of empirical work suggests that this indeed happens in various aspects of corporate policies (e.g., corporate social responsibility (Dimson, Karakaş, and Li, 2015;Dyck et al., 2019), payout policy (Gaspar et al., 2012), innovation (Aghion, Van Reenen, and Zingales, 2013), and executive compensation (Hartzell and Starks, 2003). In the setting of corporate takeovers, institutional shareholders can influence, ex ante, the acquisitiveness of a firm by appointing their representatives to the board, by pressuring the manager directly in shareholder meetings, or through other behind-the-scenes intervention. ...
Article
Do informed shareholders who can influence corporate decisions improve governance? We demonstrate this may not be generally true in a model of takeovers. The model suggests that a shareholder’s ability to collect information and trade ex post may cause him, ex ante, to support pursuing value-destroying takeovers or oppose value-enhancing takeovers. Surprisingly, we find conditions under which giving the active shareholder greater influence weakens governance and reduces firm value, even if such influence power can be used to reject bad takeovers ex post. Our model sheds light on the limitations of relying on informed, active shareholders to improve governance.
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This study examines how changes in tick size and the differential between short-term and long-term capital gain tax rates affect the market response to the announcement of stock distributions. Prior research finds that a stock distribution increases the volatility of the stock, which in turn increases the value of the stock’s tax-timing option. We show that the minimum tick size established by the exchange where the stock is traded affects a stock’s volatility and, therefore, the value of the tax-timing option and the market response to the stock distribution. We document a stronger relation between the market response and changes in volatility among large distributions than among small distributions. We also find a positive relation between the market response and the tax rate differential, although it is only significant for small distributions. Finally, we show that the relationship between the market response and changes in both volatility and tax rate differential is primarily driven by tax-sensitive institutional investors in the distributing firm.
Article
Purpose Although investigating the factors influencing technological diversification is essential to understanding research and development (R&D) strategies, studies from the perspective of corporate ownership structure are limited. This study examines the effect of heterogeneous institutional investors on technological diversification strategies. Design/methodology/approach The sample consists of 33,124 firm-year observations of USA manufacturing firms from 1981 to 2008. Data were extracted from US Patent Data, Thomson Reuters' 13f and the Compustat database. A panel regression analysis was used to test the hypothesis. Moreover, the two-stage least squares (2SLS) approach using instrumental variables (IVs) and generalized method of moments (GMM) were also applied to address the endogeneity issue. Findings The empirical findings indicate that short-term (long-term) institutional investors positively (negatively) affect technological diversification. That is, short-term institutional ownership hampers R&D diversification, suggesting that firms are forced to make myopic investments to meet short-term goals instead of diversifying corporate R&D projects. Meanwhile, long-term institutional ownership enhances technological diversification to achieve long-term value. Research limitations/implications By differentiating between institutional investment horizons, the authors produce empirical evidence that institutional investors with short-term and long-term perspectives have different views on technological diversification. This study is based on data between 1981 and 2008, due primarily to patent data availability and data on institutional investors. However, this limitation does not diminish the importance of the empirical findings, as the study's focus is on discovering antecedent evidence of corporate technological diversification rather than addressing recent trends in firm decisions. Practical implications In finding that long-term institutional investors are likely to encourage technological diversification at firms, the paper carries an important practical implication that can help inform decision-making by policymakers and investors. Originality/value This research contributes to a more comprehensive understanding of institutional investors' role in technological diversification strategies. Additionally, by challenging the assumption that all institutional owners share the same perspective, this study is the first to confirm the existence of heterogeneous effects of institutional investors on technological diversification strategies.
Article
Purpose This study aims to examine the impact of board gender diversity on company greenhouse gas (GHG) performance, the influence of a critical mass of women on boards on carbon performance (CP) score and its three components separately (Scope 1, Scope 2 and Scope 3). This study examines the presence of institutional investors as a contingent factor that intensifies the effectiveness of the critical mass of female directors on CP. Design/methodology/approach Using a sample of the US companies listed on Securities and Exchange Commission for the period 2011–2018 and making a total of 2416 observations. This study shows that reaching a critical mass of female board members enhances the level of CP. In addition, this study finds that the presence of institutional investors positively moderates this relationship. Findings The main results suggest that there is a nonlinear relationship between a critical mass of women directors and CP, and that institutional investors play a strategic role in shaping this relationship. The effect of institutional investors on the three components of CP is also analyzed. Research limitations/implications This research is characterized by the methodology adopted for a quantitative variable for measuring CP. Indeed, other research the proxies related to carbon measurements are often used as a simple binary variable. This study verifies the harmony of the theory of critical mass measuring diversity within the board of directors, the presence of institutional investors on GHG emissions (Scope 1, Scope 2 and Scope 3), unlike previous studies (Tingbani et al. , 2020; Nuber and Velte, 2021) which only focus on the two measures of carbon emissions (Scope 1 and Scope 2). Originality/value This study shows identically that gender diversity on the board must reach a critical mass of three women directors to motivate and influence CP. We fill the gap in previous research regarding the role played by the institutional environment of the firm in improving CP. Third, this study highlights the relevance of having a critical mass of pressure-resistant female directors on boards due to their engagement in climate change issues and CP.
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We study the role of state controlling shareholders in corporate payout policy. The State Capital Operation Program in China requires parent central state-owned enterprises (CSOEs) to contribute part of their consolidated income to a new fiscal fund. We find that listed CSOEs, partially controlled by parent CSOEs, experience significant reductions in dividend payouts as the income-contribution ratio increases. The dividend reductions are concurrent with increases in intragroup resource transfers— listed CSOEs’ loans to, and commercial trades with, group peers. The program yields adverse consequences for listed CSOEs’ investment and employment, yet being mitigated by group-level dividend reductions.
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We study whether languages are related to corporate dividend policies around the world. Users of languages with a weak future time reference (FTR), such as Japanese and Finnish, do not need to grammatically distinguish future and current events, while users of strong-FTR languages such as French and Italian do. Chen (2013) shows that people who use weak-FTR languages may perceive the future to be nearer and have less precise perceptions of the timing of future events than users of strong-FTR languages. We argue that these perceptions may result in a lower discount rate and a higher valuation of future dividends, leading to a weaker preference and demand for a dividend today. Using a large sample of firms from 19 markets, we find supporting evidence that firms in weak-FTR language markets pay lower dividends than firms in strong-FTR language markets. The results remain robust after a battery of robustness tests, including using a single market with multiple languages and using a difference-in-differences approach in a market with a change of official languages. Further evidence shows that weak-FTR languages are related to a lower implied cost of equity capital and stronger market reactions to dividend changes. Our results offer a new explanation for cross-country differences in dividend policies and add to the research on culture and financial markets.
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We propose a conceptual framework to illustrate that when three conditions hold, institutional investors moderate a positive relation between corporate financial performance (CFP) and corporate environmental performance (CEP). We explore heterogeneities across institution types to demonstrate the importance of each condition. The moderating effect works through the channels of expert consulting and effective monitoring. Our results have important policy and practical implications given the global trend of ownership concentration in institutional investors and the projection that by 2025, one out of three dollars under professional management will be invested in corporate social responsibility (CSR) assets. This article is protected by copyright. All rights reserved.
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This paper examines how a manager uses voluntary disclosure to influence corporate control by a short-term shareholder. Because a short-term shareholder intervenes excessively, the manager’s disclosure strategy is determined by the trade-off between excessive and insufficient intervention. In equilibrium, when shareholder short-termism is not too high, the manager discloses both good and bad news and withholds intermediate news. Alternatively, when shareholder short-termism is high, the manager only discloses good news and withholds bad news. In both equilibria, withholding information is value-enhancing for the nondisclosing firms. We also show that the likelihood of disclosure weakly decreases as the shareholder is more short-term-oriented. Moreover, nondisclosing firms are more likely to face shareholder intervention than disclosing firms. This paper was accepted by Brian Bushee, accounting.
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This paper examines whether sustainable institutional investors promote corporate social responsibility (CSR)‐contingent components (e.g., environmental or social aspects) in senior executive compensation in order to align top management interests in the promotion of sustainability with their own. Empirical analyses of a sample of 5979 firm‐year observations from European firms over the 2010–2017 period showed that the presence of sustainable institutional investors positively predicts the likelihood of firms offering CSR‐contingent compensation contracts. This paper significantly contributes to prior empirical research, which predominantly focuses on the effectiveness of CSR‐contingent components within compensation structures. Sustainable institutional investors as a potential driver of CSR‐contingent components have not yet been examined. We specifically investigate institutional investors that have either a substantial or a time‐dependent belief in CSR. Our results indicate that sustainable institutional investors represent a central external corporate governance mechanism and tend to align top management preferences with their own via compensation structures.
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We examine the relationship between institutional ownership and bank capital. Using a large sample of U.S. banks, we show that banks with greater institutional ownership operate with substantially higher capital ratios. The results are robust to controlling for standard determinants of bank capital structure, including market- and accounting-based risk measures. The results hold both for indexers and non-indexers, indicating that the effect of institutional ownership on bank capital cannot be explained by self-selection. We further address endogeneity concerns using an instrumental variable strategy based on the inclusion of banks in the S&P index. We find supporting evidence that the superior monitoring abilities of institutional investors, which reduce the severity of agency costs, is the main explanation for our results.
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We develop a model to study the impact of corporate governance on the investment decisions of firms and competition in an industry populated by publicly owned firms. A bargaining process between firm’s stakeholders determines the optimal allocation of financial resources between real investments in R&D and financial investments in shares buybacks. We characterize the relation between governance and investment strategy and we study how different governance structures shape technical progress and competition over the industrial life cycle. Numerical simulations of a calibrated set-up of the model show that pooling together industries characterized by heterogeneous governance structures generate the well-documented inverted-U shaped relation between competition and innovation.
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Purpose This paper investigates stakeholders' perspectives of share buybacks in the context of time-horizons of investment decisions and strategy. Design/methodology/approach We use in-depth interviews with stakeholders from eight listed UK firms as well as examine their publicly available data. Findings Findings suggest that share buybacks involve a wide range of stakeholders' rational interests and long-term management perspectives as they enable firms to strategise operational plans towards their long-term corporate goals. Research limitations/implications The findings are based on interviews with a small number of share buyback firms and the findings, therefore, may not be generalised to all firms. Practical implications The results show that share buybacks may be part of the long-term interests of firms and not necessarily used as part of short-term EPS increases as suggested in the extant literature. Originality/value The findings contribute to the literature on corporate pay-out policies in the context of short-term financial objectives vs long-term strategic objectives of stakeholders. They show that share buybacks can be an important part of firms' long-term strategic considerations.
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Business groups have developed in many emerging economies (e.g., Brazil, Chile, China, India, Indonesia, South Korea, Mexico, Pakistan, Thailand, etc.) to fill in the “institutional voids” present in them. As nearly 60% of the total assets in the Indian private corporate sector are owned by business groups, they strongly influence the manner in which firms function in India. Thus, the nature of ownership of a firm (whether it is a business group or not) play a critical role in determining its payout policy in India. After the financial crisis of 2008-09, firms in the Indian corporate sector are hoarding large amounts of cash. Dividend payments and share buybacks are manifestations of what a firm does with the extra cash in hand. There has been limited research to understand the payout policies of business groups in India. The chapter attempts to address the aforementioned research gap. It tries to address the question of how the excess cash in hand of managers of conglomerates gets transferred to shareholders through payouts.
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We examine long-run firm performance following open market share repurchase announcements, 1980–1990. We find that the average abnormal four-year buy-and-hold return measured after the initial announcement is 12.1%. For ‘value’ stocks, companies more likely to be repurchasing shares because of undervaluation, the average abnormal return is 45.3%. For repurchases announced by ‘glamour’ stocks, where undervaluation is less likely to be an important motive, no positive drift in abnormal returns is observed. Thus, at least with respect to value stocks, the market errs in its initial response and appears to ignore much of the information conveyed through repurchase announcements.
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Stock repurchases by U.S. companies experienced a remarkable surge in the 1980s and ‘90s. Indeed, in 1998, the total value of all stock repurchased by U.S. companies exceeded for the first time the total amount paid out as cash dividends. And the U.S. repurchase movement has gone global in the past few years, spreading not only to Canada and the U.K., but also to countries like Japan and Germany, where such transactions were prohibited until recently. Why are companies buying back their stock in such amounts? After dismissing the popular argument that stock repurchases boost earnings per share, the authors argue that repurchases serve to add value in two main ways: (1) they provide managers with a tax-efficient means of returning excess capital to shareholders and (2) they allow managers to “signal” to investors their view that the firm is undervalued. Returning excess capital is value-adding for two reasons: First, it helps prevent companies from pursuing growth and size at the expense of profitability and value. Second, by returning capital to investors, repurchases (like dividends) play the critically important economic function of allowing investors to channel their investment from mature or declining sectors of the economy to more promising ones. But if stock repurchases and dividends serve the same basic economic function, why are repurchases growing more rapidly? Part of the explanation is that, because repurchases are taxed as capital gains and dividends as ordinary income, repurchases are a more tax-efficient way of distributing excess capital. But perhaps even more important than their tax treatment is the flexibility that (at least) open market repurchases provide corporate managers-flexibility to make small adjustments in capital structure, to exploit (or correct) perceived undervaluation of the firm's shares, and possibly even to increase the liquidity of the stock, which could be particularly valuable in bear markets. For U.S. regulators, the growth in open market stock repurchases raises some interesting issues. Perhaps most important, companies are not required to (and rarely do) furnish their investors with details about a given program's structure, execution method, number of shares repurchased, or even its duration. Policy regulators (and corporate executives as well) should consider some of the benefits provided by other systems, notably Canada's, which provide greater transparency and more guidelines for the repurchase process.
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Theories of corporate payout policy do not explain the observed form of distributions to shareholders. Although open-market repurchases appear to have tax advantages, cash dividends are overwhelmingly chosen. We argue that there are costs associated with open-market-repurchase programs, since they provide managers with opportunities to use inside information to benefit themselves at stockholders' expense. We offer evidence suggesting that bid-ask spreads widen around repurchase announcements, as predicted by our analysis. Since these costs of repurchases do not arise with cash dividends, our analysis implies that repurchases do not dominate cash dividends for making distributions to shareholders.
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This paper shows that over time, expected market illiquidity positively affects ex ante stock excess return, suggesting that expected stock excess return partly represents an illiquidity premium. This complements the cross-sectional positive return–illiquidity relationship. Also, stock returns are negatively related over time to contemporaneous unexpected illiquidity. The illiquidity measure here is the average across stocks of the daily ratio of absolute stock return to dollar volume, which is easily obtained from daily stock data for long time series in most stock markets. Illiquidity affects more strongly small firm stocks, thus explaining time series variations in their premiums over time.
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This chapter reviews developments to improve on the poor performance of the standard GMM estimator for highly autoregressive panel series. It considers the use of the 'system' GMM estimator that relies on relatively mild restrictions on the initial condition process. This system GMM estimator encompasses the GMM estimator based on the non-linear moment conditions available in the dynamic error components model and has substantial asymptotic efficiency gains. Simulations, that include weakly exogenous covariates, find large finite sample biases and very low precision for the standard first differenced estimator. The use of the system GMM estimator not only greatly improves the precision but also greatly reduces the finite sample bins. An application to panel production function data for the U.S. is provided and confirms these theoretical and experimental findings.
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This paper measures the growth in open market stock repurchases and the manner in which stock repurchases and dividends are used by U.S. corporations. Stock repurchases and dividends are used at different times from one another, by different kinds of firms. Stock repurchases are very pro-cyclical, while dividends increase steadily over time. Dividends are paid by firms with higher “permanent” operating cash flows, while repurchases are used by firms with higher “temporary”, non-operating cash flows. Repurchasing firms also have much more volatile cash flows and distributions. Finally, firms repurchase stock following poor stock market performance and increase dividends following good performance. These results are consistent with the view that the flexibility inherent in repurchase programs is one reason why they are sometimes used instead of dividends.
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ABSTRACT Two easily measured variables, size and book-to-market equity, combine to capture the cross-sectional variation in average stock returns associated with market {3, size, leverage, book-to-market equity, and earnings-price ratios. Moreover, when the tests allow for variation in {3 that is unrelated to size, the relation between market {3 and average return is flat, even when {3 is the only explanatory variable. THE ASSET-PRICING MODEL OF Sharpe (1964), Lintner (1965), and Black (1972)
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This paper examines whether institutional investors create or reduce incentives for corporate managers to reduce investment in research and development (R&D) to meet short-term earnings goals. Many critics argue that the frequent trading and short-term focus of institutional investors encourages managers to engage in such myopic investment behavior. Others argue that the large stockholdings and sophistication of institutions allow managers to focus on long-term value rather than on short-term earnings. I examine these competing views by testing whether institutional ownership affects R&D spending for firms that could reverse a decline in earnings with a reduction in R&D. The results indicate that managers are less likely to cut R&D to reverse an earnings decline when institutional ownership is high, implying that institutions are sophisticated investors who typically serve a monitoring role in reducing pressures for myopic behavior. However, I find that a large proportion of ownership by institutions that have high portfolio turnover and engage in momentum trading significantly increases the probability that managers reduce R&D to reverse an earnings decline. These results indicate that high turnover and momentum trading by institutional investors encourages myopic investment behavior when such institutional investors have extremely high levels of ownership in a firm; otherwise, institutional ownership serves to reduce pressures on managers for myopic investment behavior.
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We show that the positive relation between institutional ownership and future stock returns documented in Gompers and Metrick (2001) is driven by short-term institutions. Furthermore, short-term institutions' trading forecasts future stock returns. This predictability does not reverse in the long run and is stronger for small and growth stocks. Short-term institutions' trading is also positively related to future earnings surprises. By contrast, long-term institutions' trading does not forecast future returns, nor is it related to future earnings news. Our results are consistent with the view that short-term institutions are better informed and they trade actively to exploit their informational advantage.
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We investigate the timing of open market share repurchases and the resultant impact on firm liquidity. Using the Stock Exchange of Hong Kong's unique disclosure environment, we identify the exact implementation dates for more than five thousand equity buybacks. We find that managers exhibit substantial timing ability. Consistent with the information-asymmetry hypothesis, bid–ask spreads widen and depths narrow during repurchase periods. We decompose bid–ask spreads and show that adverse selection costs increase substantially as market participants respond to the presence of informed managerial trading. Our findings provide additional insight into how markets process information and have significant implications for corporate payout and disclosure policies.
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This paper examines the effect of institutional investors? investment duration on the efficiency of stock prices. Using a new duration measure based on quarterly institutional investors? portfolio holdings, the presence of short-term institutional investors can help explain many of the best-known stock return anomalies, possibly because these investors are affected by behavioral biases like overconfidence. Specifically, we find that both momentum returns and subsequent returns reversal are much stronger for stocks with greater proportions of short-term institutional investors. The accruals and share issuance anomalies are also stronger for stocks held primarily by short-term institutional investors. Finally, short-term institutional investors do not seem to recognize the benefits of significant R&D increases, as they tend to under-react to these increases.
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I investigate the relation between the structure of CEO compensation and the investment horizons of a firm's institutional investors and find results consistent with the assertion that short-sighted institutions' focus on short-term earnings leads firms to grant more options with higher sensitivity to stock price. In contrast, the percentage holdings of long-term investors are negatively correlated with the use of options and the sensitivity of total CEO equity incentives to changes in stock price. Further results suggest that firms with higher short-term institutional ownership are more concerned about a negative earnings surprise and that when determining annual bonuses, they punish their CEOs more severely. In total, the analyzes provide evidence that the investment horizon of institutional investors is associated with firms' CEO compensation policies.
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This paper examines the role of corporate governance for payout policy design from the perspective of pre-commitment. We test the effect of external and internal corporate governance on the design of payout policy and use of pre-commitment, level and structure of cash distributions, and firm dividend and repurchase behavior. We argue that firms use pre-commitment to dividend payments to mitigate the agency conflict due to poor governance. We argue that there is an important distinction between dividends and repurchases from the perspective of pre-commitment. Managers that deviate from the chosen dividend policy incur a cost due to a strong negative market response, which reinforces the pre-commitment role of dividends. On the other hand, the market treats share repurchases as more flexible, irregular payouts made at the manager's discretion, which makes repurchases less effective at mitigating the agency conflict. Therefore, a standalone repurchase policy is not sufficient to mitigate the governance failure, introducing the need for dividend pre-commitment as part of payout policy. Empirically, we find that weak governance is associated with a greater emphasis on dividend pre-commitment in total payout composition. Firms with weak governance are also significantly less likely to use standalone repurchase policies as opposed to a dividends - only or a mixed dividends - repurchases payout policy. Costly dividend pre-commitment presents few benefits to well-governed managers. Instead, they either store excess cash in the firm or distribute it through repurchases. We find that the type of monitoring mechanism is relevant for predicting discretionary payouts. Given the generally strong investor protection level in the US, poorly monitored managers are not immune from firing and they will follow a costly dividend policy. Consistent with the proposed explanation, we find that firms with weak corporate governance on average pay higher dividends. The relation between dividends and governance is stronger for firms with high free cash flow. Managers faced with a high takeover threat (external monitoring) are more likely to repurchase and tend to repurchase more on average. On the other hand, strong internal governance (board, institutional blockholder) allows more accurate following of managerial actions and is associated with fewer cash distributions of any kind, including repurchases.
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Accelerated share repurchase (ASR) programs, an innovative way of repurchasing shares, have become increasingly popular in recent years. In this paper, we analyze firms’ rationale for undertaking ASRs rather than the traditional open market repurchase (OMR) programs. Using a hand-collected sample of ASR announcements, we test eight hypotheses regarding firms’ rationale for conducting ASR programs: the distribution of excess cash hypothesis, the target leverage-ratio hypothesis, the takeover avoidance hypothesis, the employee stock option dilution hypothesis, the managerial opportunism hypothesis, the liquidity reduction hypothesis, the EPS manipulation hypothesis, and the signaling or undervaluation hypothesis. We find that firms undertaking ASR programs are significantly larger than those undertaking OMR programs, and that ASR programs have a larger median dollar amount of deal values than OMR programs. Further, ASR firms have significantly smaller cash holdings, higher dividend payout ratios, higher pre-announcement industry-adjusted leverage ratios, and similar probabilities of being takeover targets compared to OMR firms, and ASR firms grant fewer stock options (scaled by sales) to their employees than OMR firms. Option exercise by executives does not increase following buyback announcements in either ASRs or OMRs. Stock liquidity increases following both ASRs and OMRs. Although our univariate tests reveal that ASR firms are more likely to tie the CEO bonus to EPS, our multivariate analysis does not find that EPS manipulation is a significant factor in firms choosing an ASR over an OMR program. Finally, firms undertaking ASR programs have lower pre-announcement market valuations, greater positive announcement effects, and better post-announcement operating and stock return performance, compared to those announcing OMR programs. Overall, our results are consistent with the predictions of the signaling/undervaluation hypothesis but inconsistent with those of the other seven hypotheses.
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We find that institutions with short and long investment horizons have different effects on corporate payout policy. Firms with higher long (short) term institutional holdings are more (less) likely to pay dividends and tend to have larger (smaller) dividend payouts. Although high long-term institutional holdings also lead to more and larger repurchases, long-term institutions tend to prefer dividends to repurchases. In contrast, short-term institutional investors prefer repurchases to dividends. Overall, the results are consistent with long-term institutional investors playing an important monitoring role and with short-term institutional investors trading on their short-term information.
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This paper provides new evidence on the existence of dividend clienteles for institutional investors. We directly examine individual institutions' preferences for dividend paying stocks based on the characteristics of stocks held in their portfolio. Many institutions follow persistent investment styles, maintaining relatively high or low dividend yield portfolios over time. Institutions which hold portfolios of higher yielding stocks are significantly more likely to increase their holdings in response to a dividend increase or sell their stock in response to a decrease. For a subset of institutions, we directly observe the proportion of their portfolio managed on behalf of taxable clients. Consistent with tax-induced dividend clienteles, institutions with more taxable clients are less likely to increase their holdings in response to a dividend increase. Finally, we show that stock price reactions to announcements of dividend increases are related to characteristics of the institutions holding the stock. Our results suggest that tax status as well as other factors are important in explaining observed clientele behavior.
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This paper shows that during episodes of market turmoil, 13F institutional investors with short trading horizons sell their stockholdings to a larger extent than 13F institutional investors with longer trading horizons. This creates price pressure for stocks held mostly by short-horizon investors, which, as a consequence, experience larger price drops, and subsequent reversals, than stocks held mostly by long-horizon investors. These findings, obtained after controlling for the withdrawals experienced by the investors, are not driven by other institutional investors' and firms' characteristics. Overall, the evidence indicates that investors with short horizons amplify the effects of market-wide negative shocks by demanding liquidity at times when other potential buyers'capital is scarce.
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Anecdotal and empirical evidence suggest that price is an important determinant in firms’ share repurchase decisions. We investigate a factor that could affect a firm’s stock price around a repurchase and thus the number of shares a firm repurchases. Using unique data on the tax-sensitivity of a sample of institutional investors, we find that the tax overhang that results from taxable investors “locking in” their capital gains and demanding compensation for taxes owed upon realization is negatively related to a firm’s decision to repurchase shares and the number of shares repurchased.
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This paper investigates whether a firm's disclosure practices affect the composition of its institutional investor ownership and, hence, its stock return volatility. The findings indicate that firms with higher AIMR disclosure rankings have greater institutional ownership, but the particular types of institutional investors attracted to greater disclosure have no net impact on return volatility. However, yearly improvements in disclosure rankings are associated with increases in ownership primarily by "transient" institutions, which are characterized by aggressive trading based on short-term strategies. Firms with disclosure ranking improvements resulting in higher transient ownership are found to experience subsequent increases in stock return volatility.
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This paper investigates whether the quality of a firm's disclosure practices affects the composition of a firm's institutional investor base and whether this association has implications for a firm's stock return volatility. The findings indicate that firms with higher disclosure quality, as measured by AIMR rankings, have greater institutional ownership, but the particular types of institutional investors that are attracted to disclosure quality tend to have no net impact on firms' stock return volatility. In contrast, improvements in disclosure quality are shown to produce contemporaneous increases in ownership primarily by transient-type institutions. Such institutions can be characterized as having a short-term investment focus along with a propensity to trade aggressively. The findings indicate that firms with disclosure quality improvements resulting in higher transient institutional investor ownership experience subsequent increases in stock return volatility.
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We investigate whether a firm's accruals quality is affected by its transient and dedicated institutional ownership. Measured as the absolute value of accrual estimation errors, accruals quality is found to be negatively associated with transient institutional ownership and positively associated with dedicated institutional ownership. Causality tests further suggest that transient institutional investors indeed provide managers with incentives to exacerbate accruals quality and that dedicated institutional investors effectively monitor managers in terms of accruals quality. In addition, we find similar results when we measure accruals quality by the standard deviation of accrual estimation errors.
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This paper examines whether institutional investors exhibit preferences for near-term earnings over long-run value and whether such preferences have implications for firms' stock prices. First, I find that the level of ownership by institutions with short investment horizons (e.g., “transient” institutions) and by institutions held to stringent fiduciary standards (e.g., banks) is positively (negatively) associated with the amount of firm value in expected nearterm (long-term) earnings. This evidence raises the question of whether such institutions myopically price firms, overweighting short-term earnings potential and underweighting long-term earnings potential. Evidence of such myopic pricing would establish a link through which institutional investors could pressure managers into a short-term focus. The results provide no evidence that high levels of ownership by banks translate into myopic mispricing. However, high levels of transient ownership are associated with an over- (under-) weighting of near-term (long-term) expected earnings, and a trading strategy based on this finding generates significant abnormal returns. This finding supports the concerns that many corporate managers have about the adverse effects of an ownership base dominated by short-term-focused institutional investors.
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This paper explains why some firms prefer to pay dividends rather than repurchase shares. When institutional investors are relatively less taxed than individual investors, dividends induce “ownership clientele” effects. Firms paying dividends attract relatively more institutions, which have a relative advantage in detecting high firm quality and in ensuring firms are well managed. The theory is consistent with some documented regularities, specifically both the presence and stickiness of dividends, and offers novel empirical implications, e.g., a prediction that it is the tax difference between institutions and retail investors that determines dividend payments, not the absolute tax payments.
In the early 1900's American financial institutions were active participants in U.S. corporate governance but the enactment of securities laws in the 1930's limited the power of financial intermediaries and thus their governance role. The consequence of such laws and regulations was a progressive widening of the gap between ownership and control in large U.S. public companies. In 1942, SEC rule changes allowed shareholders to submit proposals for inclusion on corporate ballots. Since that time, shareholder activists have used the proxy process, and other approaches, to pressure corporate boards and managers for change. In particular, during the mid-1980s, the involvement of large institutional shareholders increased dramatically with the advent of public pension fund activism. At the heart of shareholder activism is the quest for value, yet the empirical evidence suggests that effects of such activism are mixed. We review the evidence on activism and, while some studies have found positive short-term market reactions to announcements of certain kinds of activism, there is little evidence of improvement in the long-term operating or stock-market performance of the targeted companies. A recent increase in hedge fund activism appears to be associated with dramatic corporate change, however, the research in this area is still somewhat nascent and the long-term effects are still unknown.
The proportion of U.S. firms paying dividends drops sharply during the 1980s and 1990s. Among NYSE, AMEX, and Nasdaq firms, the proportion of dividend payers falls from 66.5% in 1978 to only 20.8% in 1999. The decline is due in part to an avalanche of new listings that tilts the population of publicly traded firms toward small firms with low profitability and strong growth opportunities—the timeworn characteristics of firms that typically do not pay dividends. But this is not the whole story. The authors' more striking finding is that, no matter what their characteristics, firms in general have become less likely to pay dividends. The authors use two different methods to disentangle the effects of changing firm characteristics and changing propensity to pay on the percent of dividend payers. They find that, of the total decline in the proportion of dividend payers since 1978, roughly one-third is due to the changing characteristics of publicly traded firms and two-thirds is due to a reduced propensity to pay dividends. This lower propensity to pay is quite general—dividends have become less common among even large, profitable firms. Share repurchases jump in the 1980s, and the authors investigate whether repurchases contribute to the declining incidence of dividend payments. It turns out that repurchases are mainly the province of dividend payers, thus leaving the decline in the percent of payers largely unexplained. Instead, the primary effect of repurchases is to increase the already high payouts of cash dividend payers.
Article
When shareholders have different plans to sell their shares, they will, in general, have different preferences concerning the firm's decision to pay out cash using dividends or share repurchase. We illustrate these different preferences and explore a model of payout policy that highlights the adverse selection costs of repurchases when managers have superior information about the value of the firm. We show that, in the absence of fixed costs to repurchasing shares, there is a separating equilibrium in which managers use taxable dividends to signal the quality of the firm, with better firms paying lower dividends, using repurchases for the remainder of the payout. With fixed costs to repurchasing, small payouts are made via dividend and large payouts are divided between repurchases and dividends, as in the no-fixed cost case. In both cases, the percentage of shares repurchased increases with the size of the payout and larger repurchases are better news.
Article
This paper investigates how the investment horizon of a firm's institutional shareholders impacts the market for corporate control. We find that target firms with short-term shareholders are more likely to receive an acquisition bid but get lower premiums. This effect is robust and economically significant: Targets whose shareholders hold their stocks for less four months, one standard deviation away from the average holding period of 15 months, exhibit a lower premium by 3%. In addition, we find that bidder firms with short-term shareholders experience significantly worse abnormal returns around the merger announcement, as well as higher long-run underperformance. These findings suggest that firms held by short-term investors have a weaker bargaining position in acquisitions. Weaker monitoring from short-term shareholders could allow managers to proceed with value-reducing acquisitions or to bargain for personal benefits (e.g., job security, empire building) at the expense of shareholder returns.
Article
We value a firm that pays its cash flows to equity through share repurchases in a dynamic environment where personal taxes are paid on capital gains upon realization. The cost of capital is reduced by approximately 0.8% through the use of repurchases relative to dividends. We use the empirical distribution of pre-tax free cash flows in Fama and French (1999) to evaluate the tradeoffs between the costs of financial distress, the personal-tax advantages of equity, and the corporate-tax advantage to debt. The optimal capital structure is interior with a 3% bankruptcy cost.
Article
This paper employs heterogeneity in institutional shareholder tax characteristics to identify the relation between firm payout policy and tax incentives. Analysis of a panel of firms matched with the tax characteristics of the clients of their institutional shareholders indicates that “dividend-averse” institutions are significantly less likely to hold shares in firms with larger dividend payouts. This relation between the tax preferences of institutional shareholders and firm payout policy may reflect dividend-averse institutions gravitating towards low dividend paying firms or managers adapting their payout policies to the interests of their institutional shareholders. Evidence is provided that both effects are operative. Plausibly exogenous changes in payout policy result in shifting institutional ownership patterns. Similarly, exogenous changes in the tax cost of institutional investors receiving dividends results in changes in firm dividend policy.
Article
We examine how corporate payout policy is affected by managerial stock incentives using data on more than 1,100 nonfinancial firms during 1993–97. We find that management stock ownership is associated with higher payouts by firms with potentially the greatest agency problems – those with low management stock ownership and few investment opportunities or high free cash flow. We also find that management stock options are related to the composition of payouts. We find a strong negative relationship between dividends and management stock options, as predicted by Lambert et al (1989), and a positive relationship between repurchases and management stock options. Our results suggest that the growth in stock options may help to explain the rise in repurchases at the expense of dividends.
Article
Within a cost–benefit framework, we hypothesize that independent institutions with long-term investments will specialize in monitoring and influencing efforts rather than trading. Other institutions will not monitor. Using acquisition decisions to reveal monitoring, we show that only concentrated holdings by independent long-term institutions are related to post-merger performance. Further, the presence of these institutions makes withdrawal of bad bids more likely. These institutions make long-term portfolio adjustments rather than trading for short-term gain and only sell in advance of very bad outcomes. Examining total institutional holdings or even concentrated holdings by other types of institutions masks important variation in the subset of monitoring institutions.
Article
We hypothesize that firms choose dividend increases to distribute relatively permanent cash-flow shocks and repurchases to distribute more transient shocks. As predicted, we find that post-shock cash flows of dividend increasing firms exhibit less reversion to pre-shock levels compared with repurchasing firms. We also examine whether the stock market uses the announcement of the payout method to update its beliefs about the permanence of cash-flow shocks. Controlling for payout size and the market's expectation about the permanence of the cash-flow shock, the stock price reaction to dividend increases is more positive than the reaction to repurchases.
Article
This paper examines how stock options affect the decision to repurchase shares. Firms announce repurchases when executives have large numbers of options outstanding and when employees have large numbers of options currently exercisable. Once the decision to repurchase is made, the amount repurchased is positively related to total options exercisable by all employees but independent of managerial options. These results are consistent with managers repurchasing both to maximize their own wealth and to fund employee stock option exercises. The market appears to recognize this motive, however, and reacts less positively to repurchases announced by firms with high levels of nonmanagerial options.
Article
We examine the impact of stock market liquidity on managerial payout decisions. We argue that stock market liquidity influences payout policy through a first-order effect on the share repurchase decision, and a second-order or residual effect on the dividend decision. Managers compare the tax and flexibility advantages of a repurchase against its liquidity cost disadvantage. All else equal, higher market liquidity encourages the use of repurchases over dividends. Our empirical results confirm that stock market liquidity plays a significant role in repurchase and dividend initiations, as well as in recurring payout decisions. Unlike previous studies that measure liquidity changes following the repurchase decision, we examine liquidity levels prior to the payout decision. We show that managers condition their repurchase decision on a sufficient level of market liquidity, consistent with Barclay and Smith's [Barclay, M.J., Smith, C.W. Jr., 1988. Corporate payout policy: cash dividends versus open-market repurchases. Journal of Financial Economics 22, 61–82.] theoretical analysis and Brav et al.'s [Brav, A., Graham, J.R., Campbell, R.H., Michaely, R., 2005. Payout policy in the 21st century. Journal of Financial Economics 77, 483–528.] CFO survey results. Repurchases have recently become the payout decision of choice in part because of rising stock market liquidity.
Article
Aggregate real dividends paid by industrial firms increased over the past two decades even though, as Fama and French (J. Financial Econ. 60, 3) (2001a) document, the number of dividend payers decreased by over 50%. The reason is that (i) the reduction in payers occurs almost entirely among firms that paid very small dividends, and (ii) increased real dividends from the top payers swamp the modest dividend reduction from the loss of many small payers. These trends reflect high and increasing concentration in the supply of dividends which, in turn, reflects high and increasing earnings concentration. For example, the 25 firms that paid the largest dividends in 2000 account for a majority of the aggregate dividends and earnings of industrial firms. Industrial firms exhibit a two-tier structure in which a small number of firms with very high earnings collectively generates the majority of earnings and dominates the dividend supply, while the vast majority of firms has at best a modest collective impact on aggregate earnings and dividends.