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Corporate Governance

See the latest research, articles and faculty on the Corporate Governance Area of Expertise at Columbia Business School.

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Latest on Corporate Governance

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Corporate Governance Faculty

Corporate Governance Research

Accelerated Vesting of Employee Stock Options in Anticipation of FAS 123-R

Authors
Preeti Choudhary, Shivaram Rajgopal, and Mohan Venkatachalam
Date
March 1, 2009
Format
Journal Article
Journal
Journal of Accounting Research

In December 2004, the Financial Accounting Standards Board (FASB) mandated the use of a fair value-based measurement attribute to value employee stock options (ESOs) via Financial Accounting Standard (FAS) 123-R. In anticipation of FAS 123-R, between March 2004 and November 2005, several firms accelerated the vesting of ESOs to avoid recognizing existing unvested ESO grants at fair value in future financial statements.

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Internal Pricing

Authors
Tim Baldenius
Date
January 1, 2009
Format
Journal Article
Journal
Foundations and Trends in Accounting

This monograph focuses on the use of incomplete contracting models to study transfer pricing. Intrafirm pricing mechanisms affect division managers' incentives to trade intermediate products and to undertake relationship-specific investments so as to increase the gains from trade. Letting managers negotiate over the transaction is known to cause holdup (underinvestment) problems. Yet, in the absence of external markets, negotiations frequently outperform cost-based mechanisms, because negotiations aggregate cost and revenue information more efficiently into prices.

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Morgan Stanley ModelWare's Approach to Intrinsic Value: Focusing on Risk-Reward Trade-offs

Authors
Juliet Estridge, Trevor Harris, and Doron Nissim
Date
January 1, 2009
Format
Chapter
Book
Equity Valuation: Models from Leading Investments

Trevor Harris and his colleagues at Morgan Stanley have developed ModelWare, which attempts to assess the intrinsic value of enterprises. In this part, they begin with adjustments to reported accounting data, attempting to move accounting metrics closer to economic reality for each company. They then apply the basic concepts of the discounted cash flow approach described in Part I, such as the tradeoff between risk and reward, and consider the components of return on equity, including operating margins, asset turnover, and financial leverage.

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Agency Conflicts, Investment, and Asset Pricing

Authors
Neng Wang and Rui Albuquerque
Date
January 1, 2008
Format
Journal Article
Journal
Journal of Finance

The separation of ownership and control allows controlling shareholders to pursue private benefits. We develop an analytically tractable dynamic stochastic general equilibrium model to study asset pricing and welfare implications of imperfect investor protection. Consistent with empirical evidence, the model predicts that countries with weaker investor protection have more incentives to overinvest, lower Tobin's q, higher return volatility, larger risk premia, and higher interest rate.

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The Subprime Turmoil: What's Old, What's New, and What's Next

Authors
Charles Calomiris
Date
January 1, 2008
Format
Chapter
Book
Maintaining Stability in a Changing Financial System

We are currently experiencing a major shock to the financial system, initiated by problems in the subprime mortgage market, which spread to securitization products and credit markets more generally. Banks are being asked to increase the amount of risk that they absorb (by moving off-balance sheet assets onto their balance sheets), but losses that the banks have suffered limit their capacity to absorb those risky assets.

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Directors' Ownership in the U.S. Mutual Fund Industry

Authors
Qi Chen, Itay Goldstein, and Wei Jiang
Date
January 1, 2008
Format
Journal Article
Journal
Journal of Finance

This paper empirically investigates directors' ownership in the mutual fund industry. Our results show that, contrary to anecdotal evidence, a significant portion of directors hold shares in the funds they oversee. Ownership patterns are broadly consistent with an optimal contracting equilibrium. That is, ownership is positively and significantly correlated with most variables that are predicted to indicate greater value from directors' monitoring. For example, directors' ownership is more prevalent in actively managed funds and in funds with lower institutional ownership.

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A Perspective on the SEC's Proposal to Accept Financial Statements Prepared in Accordance with International Financial Reporting Standards (IFRS) without Reconciliation to U.S. GAAP

Authors
Karim Jamal, George Benston, Douglas Carmichael, Theodore Christensen, Robert Colson, Stephen Moehrle, Shivaram Rajgopal, Thomas Stober, Shyam Sunder, and Ross Watts
Date
January 1, 2008
Format
Journal Article
Journal
Accounting Horizons

The Securities and Exchange Commission (SEC) recently issued a call for comment on a proposal to accept financial statements prepared in accordance with International Financial Reporting Standards (IFRS) without reconciliation to U.S. GAAP. Accounting researchers have attempted to assess the quality of IFRS using different methods and criteria. While we are skeptical of drawing direct conclusions about the SEC’s proposal based on this research, there is adequate evidence that both IFRS and U.S. GAAP provide useful information to investors and other users of financial statements.

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CEO Reputation and Earnings Quality

Authors
Jennifer Francis, Allen Huang, Shivaram Rajgopal, and Amy Zang
Date
January 1, 2008
Format
Journal Article
Journal
Contemporary Accounting Research

We examine the association between CEO reputation (proxied by the extent of press coverage) and the quality of the firm's earnings (proxied by two accruals-based measures). We test three explanations for an association between these constructs: the efficient contracting hypothesis suggests that reputed CEOs are associated with good earnings quality, while the rent extraction and matching explanations argue that reputed CEOs are associated with poor earnings quality.

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Discussion of 'Divisional Performance Measurement and Transfer Pricing for Intangible Assets'

Authors
Tim Baldenius
Date
May 1, 2006
Format
Journal Article
Journal
Review of Accounting Studies

The conference paper by Johnson (2006, Review of Accounting Studies, forthcoming) develops an incomplete-contracting transfer pricing model with a number of novel features: taxation, sequential investments, and intangible assets being transferred. This discussion aims to disentangle these features so as to highlight those that are the key drivers of the results. Moreover, I show that some of the results can be generalized to settings involving a greater level of technological interdependency between the divisions.

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