Knowledge that Transforms

ABSTRACT Prior literature documents that multiple directorships are negatively associated with operating performance due to overly busy directors; however, multiple directorships may also increase firm value because directors gain access to valuable connections, resources, and information through their multiple appointments. This paper examines M&A that terminate target firms' entire boards as a negative shock to both board busyness and connections at other firms, as a complement to Hauser (2018). We document that firms experiencing a decrease in multiple directorships due to M&A exhibit improved operating performance, monitoring, and strategic advising, on average. Firms with the smallest decrease in board connections experience the greatest improvement in operating performance and advising, while firms with the greatest decrease in board connections experience null or negative effects on operating performance and advising. Our findings provide new evidence of the costs and benefits of multiple directorships based on board busyness and connections.

ABSTRACT We study firms' investment in internal controls to reduce accounting manipulation. We first show that peer managers' manipulation decisions are strategic complements: one manager manipulates more if he believes that reports of peer firms are more likely to be manipulated. As a result, one firm's investment in internal controls has a positive externality on peer firms. It reduces its own manager's manipulation, which, in turn, mitigates the manipulation pressure on managers at peer firms. Firms do not internalize this positive externality and, thus, underinvest in their internal controls over financial reporting. The problem of underinvestment provides one justification for regulatory intervention in firms' internal controls choices. JEL Classifications: G18; M41; M48; K22.

Data Availability: Appendix A contains a list of source materials that aided the development of the ideas expressed in this paper.

ABSTRACT We exploit changes in a country's integration of corporate and shareholder taxes to identify the effect of investor-level taxes on costly corporate tax avoidance. Specifically, we rely on European countries eliminating imputation systems in different years in response to supranational judicial rulings. These eliminations, which are exogenous to the firm, remove managers' disincentive to engage in tax avoidance if they consider investor-level taxes. Using a difference-in-differences model with fixed effects, we find that the average firm affected by an elimination reduces its cash effective tax rate by 5.5 percent. Placebo tests support that this effect exists only for countries and years for which eliminations occur. Consistent with our cross-sectional predictions, we find that results are stronger for firms with lower growth opportunities, higher dividend payout, lower foreign income, and higher closely held ownership. Further analysis provides evidence consistent with shifting income to foreign countries as one method of tax avoidance. JEL Classifications: G38; G32; G15; H26.

ABSTRACT This paper investigates the validity and usefulness of “hybrid” valuation models. We recast the model in Ohlson and Johannesson (2016) as a hybrid of the Dividend Discount Model and an earnings-based price multiple model, and develop a new hybrid model that generalizes the Residual Income Valuation Model. After validating the theoretical properties of these models' unique parameters, we assess the usefulness of the hybrid models in two applications. In application one, we find that intrinsic values from the hybrid models are more accurate than those from common discounted models or price multiple models. These improvements are attributable to the hybrid models' ability to incorporate stock price and more realistic assumptions about growth. In application two, we find that the implied cost of equity from the hybrid models better captures systematic risks and key idiosyncratic risks, and captures expected returns. These results demonstrate the validity and usefulness of hybrid valuation models. JEL Classifications: G12; G14; G17; G31; M41. Data Availability: The data used are publicly available from the sources cited in the text.

ABSTRACT Psychology research identifies extraversion as the personality trait most closely associated with leadership emergence. We examine executive extraversion, as measured by speech patterns during conference calls, and find extraverts experience significant career benefits. Controlling for executive and firm characteristics, including firm fixed effects, we find that extraverted CEOs and CFOs earn 6–9 percent higher salaries. Moreover, extraverted CEOs are less likely to experience job turnover, have longer tenures, serve on more outside boards, and hold directorships at larger firms, and extraverted CFOs are more likely to be promoted to CEO. Executive extraversion is also linked with firm outcomes. Analyzing a sample of manager transitions, we find that increases in CEO extraversion are associated with improvements in investor recognition and sales growth. Further, extraverted CEOs are associated with higher acquisition announcement returns. Our findings highlight the role of personality traits in explaining executive career and firm outcomes. JEL Classifications: G14.

ABSTRACT Accounting standards are crucially relevant in the context of the use of accounting information in corporate governance. Notwithstanding highly liquid capital markets, large and small shareholders, many activist shareholders, sophisticated analysts, vigilant press reporters, and a vibrant litigious environment, corporate governance challenges continue to make media headlines, and they seem to occur with a great degree of regularity. The essay offers a high-level description of the objectives of accounting standards, a quick run through the evolution of accounting research over the past half-century, and, finally, offers three examples of standards and disclosure requirements that might be worthwhile to reexamine in light of the governance role of accounting information.

ABSTRACT Prior studies provide conflicting evidence as to whether managers have a general tendency to disclose or withhold bad news. A key challenge for this literature is that researchers cannot observe the negative private information that managers possess. We tackle this challenge by constructing a proxy for managers' private bad news (residual short interest) and then perform a series of tests to validate this proxy. Using management earnings guidance and 8-K filings as measures of voluntary disclosure, we find a negative relation between bad-news disclosure and residual short interest, suggesting that managers withhold bad news in general. This tendency is tempered when firms are exposed to higher litigation risk, and it is strengthened when managers have greater incentives to support the stock price. Based on a novel approach to identifying the presence of bad news, our study adds to the debate on whether managers tend to withhold or release bad news. Data Availability: Data used in this study are available from public sources identified in the study.

ABSTRACT We study the role of individual CEOs in explaining corporate social responsibility (CSR) scores. We find that CEO fixed effects explain 59 percent of the variation in CSR scores, whereas firm fixed effects explain 23 percent of the variation in CSR scores. Specifically, firms led by materialistic CEOs have lower CSR scores, fewer strengths, and more weaknesses. Finally, we document that CSR scores in firms with non-materialistic CEOs are positively associated with accounting and stock price performance. In contrast, CSR scores in firms with materialistic CEOs are unrelated to profitability. JEL Classifications: G30; G34; G38.

ABSTRACT We investigate whether qualified and experienced directors are willing to join firms following the revelation of financial fraud. Specifically, we focus on directors with prior board experience and accounting and legal experts. We find that, notwithstanding the tarnished reputation of fraudulent firms and a higher workload, qualified and experienced directors join the boards of such firms. Subsequent to joining fraudulent firms, directors are rewarded with additional future board seats and benefit from higher compensation. We rule out alternative explanations and verify the robustness of the results by performing a variety of tests, including propensity score matching and difference-in-differences analysis. JEL Classifications: G30; G34.