the effects of ownership structure and monitoring mechanisms on earnings quality and market...
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THE EFFECTS OF OWNERSHIP STRUCTURE AND MONITORING MECHANISMS
ON EARNINGS QUALITY AND MARKET ASSESSMENT
ABSTRACT
This paper examines the relationship between ownership structure (cash flow/voting rights and
type of ultimate controlling party), monitoring mechanisms (audit committee and substantial
shareholding), various measures of earnings quality and the cost of equity as a form of market
assessment of information risk. There is no evidence that ownership structure and audit
committee characteristics affect earnings quality and the cost of equity. The significant
association between substantial shareholding and both earnings quality and cost of equity
suggests substantial shareholding plays a monitoring role and a role in increasing information
flow to the public and thus reduces the information risk.
JEL code:
Key words : Earnings quality, ownership structure, substantial shareholder, audit committee,
cost of equity
INTRODUCTION
Theoretical analyses (Berle & Means 1932, Jensen & Meckling 1976) have established
the moral hazard problems associated with information asymmetry when there is a separation
between ownership and control. In particular, the controlling party has an incentive to expropriate
companys resources and to take actions that may be in divergent to the interest of the other party,
who have no access to information in order to detect and monitor such practice. The separation of
control and ownership is particularly aggravated when the controlling party can further enhance
control through pyramid ownership structure, when there is concentration of ownership or with
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the existence of shareholders that could exercise control by virtue of these shareholders
relationship with the controlling party.
Since rules and regulations, and other non-legal monitoring mechanism cannot firewall
completely improper practices, it is reasonable to expect the higher the degree of separation of
ownership and control, the greater the likelihood of such improper practices. The improper
practices are potentially manifested in earnings which then result in low earnings quality. Thus
earnings quality is a proxy to the likelihood of improper practices.
Given the considerable amount of effort and resources that have been spent on putting in
place rules and standards for good corporate governance, it is not only important to examine if
good governance characteristics are associated with high earnings quality and vice versa, it is also
important to examine if the capital market is pricing correctly the companies based on the
earnings quality.
Thus the purpose of this research is to examine the relationship between the extent of
separation of ownership and control in Malaysian listed companies, together with the rule based
and market based mechanisms, and earnings quality. Further, drawing from a theoretical assertion
that information risk is priced, this study will determine if the capital market rewards or penalizes
companies for the companies quality of earnings through required return or cost of equity. As in
previous researches, this study characterizes earnings quality as information risk. Low earnings
quality poses a risk as investors cannot rely on earnings information to make investments decision
and accordingly affects cost of equity.
The characteristics associated with the separation of ownership and control poses
information risk as the controlling party is privy to more information. Drawing parallel to the
original work that characterizes information asymmetry between informed and uninformed
investors as information risk, it is here characterized that information asymmetry between the
controlling party and other investors as information risk. Thus this study examines if capital
market rewards or penalizes companies, assesses companies with characteristics associated with
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separation of ownership and control. The association between the monitoring mechanisms, audit
committee and substantial shareholders, with market assessment is also examined to see if these
monitoring mechanisms is priced and therefore perceived as effective in reducing the information
risk.
LITERATURE REVIEW
Market Assessment
Market assessment of information quality refers to the effect of information quality on
expected or required return and valuation of shares. Theoretical studies (Easly & OHara 2001,
Leuz & Verrechia 2005) establish two dimensions of information risks that are priced. One is
with regards to the imprecision of information which provides a link between earnings quality
and the cost of equity, a measure of required return by the market. The other is with regards to the
relative amount of information being made public or kept private by companies. This establishes
the expectation between ownership structure and the monitoring mechanisms being examined
with the cost of equity.
Ownership Structure, Monitoring Mechanisms, Earnings quality And Market Assessment
Ownership structure of a company refers to the distribution of control and ownership in
the company. Control is the ability to affect decisions and for shareholders this is represented by
voting power. While ownership is the right to cash flows of the company and is proportionate to
shareholdings. In general, the separation of control and ownership of companies results in
information asymmetry and agency related problems namely moral hazards, between those in
control of and those who are not. Early studies (Berle and Means 1932 and Jensen and Meckling
1976 characterize the conflict of interest between a manager who is in control, who may or may
not own any shares, and shareholders who own the company and bears the cash flow
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consequences of any action. Managers do not own significantly any shares. However more recent
studies characterize the conflict as between the controlling shareholders (who could also be the
manager), i.e shareholders who have acquired sufficient number of shares to be able to affect
decisions, and the other or non-controlling shareholders (Shleifer & Vishny 1997). Ownership
could become separated from control through holdings of shares with different voting power, or
through holdings of shares in a pyramid structure. This latter type of control is reported to be
more common in East Asia, for example in Malaysia even though s55 of the Companies Act 1965
prohibits the issuing of shares that depart from one share one vote. Harris and Raviv (1988) and
Grossman and Hart (1988), analyze theoretically the separation of control and ownership problem
through the holdings of dual class of shares. They conclude that such separation leads to lower
accountability and specifically lead to situations where the controlling party could take actions to
maximize his utility while bearing costs not in proportion to the shareholdings.
A number of studies examine the effect of ownership structure with the possibility of
expropriation on earnings quality as perceived by the market i.e on market based measure of
earnings (Fan & Wong 2002, Jung & Kwon 2002, Francis, Schipper & Vincent 2005). Fan and
Wong (2002) reported that concentrated ownership and pyramidal structure which creates cash
flow and voting rights disparity are associated with low earnings informativeness as measured by
the earnings-return relation. This result, they explain, is consistent with the view that earnings
figure loses credibility to the market as there is a tendency for the controlling party to report
accounting information for self-interested purposes (Fan & Wong 2002). Another explanation is
that the controlling party may not disclose completely information regarding the company
activities.Similar results are found in a study by Jung and Kwon (2002) on Korean companies.
They reported that consistent with Jensen and Meckling (1976) convergence of interest PDiction,
earnings are more informative as the holdings of manager/owner increase as controlling and non-
controlling partys interests are aligned. On the effectiveness of external monitoring, they found
institutional investors and blockholders holdings are associated with earnings informativenesss.
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However , when they partition the sample into chaebol and nonchaebol companies, where
chaebol is a business group in Korea owned and controlled by family, they found no significant
relationship between earnings informativeness and owner holdings for the chaebol companies.
This evidence support the opposing view of the convergent of interest theory , that is the
controlling party become entrenched (Morck, Shleifer & Vishny 1988).
Consideration of the types of ultimate controlling party
Findings from various studies (Lim 1981,Claessens et al 2000) suggest the type of the
ultimate controlling party; manager, family, institution, government or politically affiliated group
may not only effect the propensity to expropriate, but also may create less demand for
transparency, thus effect the earnings quality. A Malaysian study, one of the earliest on corporate
ownership and control, is by Lim (1981). Although his study takes a socio-economic perspective,
his major findings are relevant to this study. His purposive sample consists of 100 large
companies listed on the Kuala Lumpur Stock Exchange, at the time. He proved that share
ownership is often concentrated in the hands of a few institutions, ultimately family or in the
hands of cliques or interest groups that share social or economic relationship. Further, the
concentration of ownership enables these large shareholders to inflate more control than his
portion of shares or voting power would have allowed.
Consideration of monitoring mechanisms substantial shareholders and audit committee
Koh (2003) and Chung, Firth and Kim (2004) found evidence of the effectiveness of
institutional holdings. The role of substantial shareholders can also be seen from information
argument (Fan & Wong 2002). A controlling party would have an advantage in terms of control
of the flow of knowledge about the company (proprietary knowledge). A controlling party could
limit the information flow to outsiders so as not to leak information to competitor. On the
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negative side this control could be potentially harmful as the controlling party could hide any
wrong doing. The presence of others, such as another substantial shareholder, potentially increase
the sharing of this proprietary knowledge as the substantial shareholder would want more
information, be more informed, in order for him to make investment decisions. Klein (2002)
found negative relationship between audit committee independence and abnormal accruals, a
proxy for earnings management. They also conclude that an independent board is effective in
monitoring earnings management behavior. Another study in the US (Abbott, Parker & Peters
2004) found significant negative relationship between each of audit committee independence and
activity level, and the incidence of financial restatement not involving fraud. The study also found
evidence of significant association between audit committee member of at least one with financial
expertise and the incidence of restatement. On the other hand, a study using Malaysian data,
Mohd Saleh et al (2004a) did not find relationship between audit committee characteristics
(frequency of meetings, size, accounting knowledge and proportion of non-executive members)
and earnings management. However Mohd Saleh, Rahmat and Mohd Iskandar (2004b) found
fully independent audit committee members (as opposed to audit committee with varying degree
of independence), and the interaction between proportion of audit committee members with
accounting knowledge and the frequency of meetings, reduce earnings management.
Earnings Quality And Market Assessment
Studies that examine the relationship between information quality and cost of equity
generally supports the theory. Most studies use cost of equity as a measure of market assessment
or consequences. A number of research explores empirically the link between information quality
as proxied by a number of measures, and cost of equity as most studies focus on usage of
information by equity investors. Botosan (1997) examines the relationship between disclosure
level and cost equity. She developed a voluntary disclosure index from information in annual
reports as proxy to disclosure level or quality. Estimates of cost of equity are based on the
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valuation formula developed by Edwards and Bell (1961), Ohlson (1995) and Feltham and
Ohlson (1995) which states that market price of a companys share is equal to the sum of
expected dividends discounted at the companys cost of equity. Botosan (1997) found a negative
association between disclosure level and cost of equity, after controlling for market risk (beta)
and companys size for companies that attract a low analyst following. However no significant
association was found for companies that have high analyst following. The reason for this is that
the disclosure index may not capture fully the level of information provided to investors as
analysts play a significant role in disclosure. Botosan and Plumlee (2001) reexamine the
association between disclosure and cost of equity by segregating different forms of disclosure
quality i.e level and timely. Findings for relationship between disclosure level and cost of equity
confirm previous results. However a positive association was found between timely disclosure
and cost of equity which is contrary to theoretical assertion. An explanation for this is that timely
disclosure increases volatility of share prices and hence cost of equity. Francis et (2008b) found
that voluntary disclosure as measured by a self-constructed index of items in companies annual
report has no distinct pricing effect. It is the earnings quality measured by a common factor of
three earnings attributes which is the primary driver of cost of capital. In other words companies
with high earnings quality tend to voluntarily disclose more. Francis et al (2004) examine the
relationship between earnings attributes as proxy to information quality and cost of equity.
Earnings attributes are categorized as market based and accounting based, each as described in
earlier paragraphs. As a whole their findings confirm previous results of negative relationship
between earnings quality and cost of equity. When considered individually the accounting based
earnings attributes, in particular accrual quality, have larger effect on cost of equity than market
based attributes. Chen, Chen and Wei (2003) examine the effects of various corporate governance
mechanisms and disclosure level on the cost of equity. They found significant negative
association between corporate governance mechanisms and disclosure level, and cost of equity.
Their study was on Asias emerging markets which include 42 Malaysian listed companies.
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Endogeneity of ownership structure
Demsetz 1983, Demsetz 1985, and Demsetz and Villalonga 2001 examine ownership
structure and performance, and also examine the relationship where ownership structure is
assumed to be endogenous. The argument for the endogeneity of ownership is that controlling
shareholders are also likely to change their holdings in response to performance. Mak and Li also
found significant interrelationship between board and ownership characteristics.
For the relationships examine in this study that involves ownership structure (both for the
ultimate controlling party shareholding and the next highest shareholding), it is conceivable that
ownership structure is endogenous. For example ownership structure could change by the
controlling party or the next controlling party changing his shareholding in response to changes in
market assessment (increase/decrease expected return) and changes in monitoring mechanisms
(increase/decrease monitoring). As Claessens et al (2000) found that type of owners (whether
family, government or institution) could explain ownership in terms of the level of separation of
ownership and control. Their results shows that the level of separation of ownership and control is
more in family owned than state controlled.
RESEARCH METHODOLOGY
Population and sample
The sample of companies is drawn from companies listed on Bursa Malaysia. However
the sample is limited by data availability, initially with regards to earnings forecast that are
needed to estimate cost of equity. IBES provides on Bloomberg services, earnings forecasts for
two years ahead. The earnings forecasts of years 2005 and 2006 are obtained for 213 companies.
These companies comprise the sample for this research. Thus the relationships are examined
contemporaneously for year 2004 because the earnings forecasts obtained for years 2005 and
2006 enable cost of equity to be estimated for year 2004 only.
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The sample is further reduced by the availability of data for estimating the earnings
quality variables. The companies are composed into three samples; 1) ACQ sample consists of
141 companies with sufficient data to estimate accrual quality, ACQ, 2)CAQ / TAQ sample
consists of 151 companies with sufficient data to estimate discretionary current (CAQ) and total
accruals (TAQ), and 3) PS / PD sample consists of 118 companies with sufficient data to
estimate Persistence (PS) and Predictability (PD).
Data sources
Accounting data for the purpose of estimating earnings quality variables (ACQ, CAQ,
TAQ, PS and PD), market value, book to market value, prices and beta are obtained from
Datastream data base for the financial year end 2004 or as at financial year end 2004 as
applicable. For the purpose of estimating ACQ accounting data for year 2003 and 2005 are also
required. Estimated earnings per share for years 2005 and 2006 required for calculating cost of
equity are downloaded from Bloomberg data base services in January 2005. Data on audit
committee, voting rights of substantial shareholders, cash flow and voting rights of ultimate
controlling party are collected from the annual reports for the financial year ending in 2004.
Variable Description and Measurement
Table 1. Variables Brief Description and Measurement
Variables Measurement
Earnings Quality (EQ):
1. Accrual quality -
mapping cash flows
ACQ Absolute residual from the regression of changes in
working capital and past, current and future cash flows
(Dechow & Dichev 2002)
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2. Discretionary
current accruals
3. Discretionary total
accruals
CAQ
TAQ
Modified Jones (1991) model with discretionary
current accruals
Modified Jones (1991) model with discretionary total
accruals
4.Persistence PS Slope coefficient of earnings time series model. The
time series model is the regression of earnings per
share on lagged earnings per share.
5. Predictability PD Absolute value of the residuals from the earnings time
series model. As for persistence, the time series model
is the regression of earnings per share on lagged
earnings per share.
Monitoring mechanisms -Audit
committee (AC):
1. Independence
2. Competence
ACI
ACC
Proportion of members that are outsiders (those who
are not affiliated in any way with the company other
than being a director)
Proportion of members that have accounting/finance
knowledge (through experience or qualification)
Monitoring
mechanisms -
Substantial
shareholding (SS)
SHDG
The voting rights of the substantial shareholder who
has the next highest voting rights after the controlling
party
Ownership structure:
1.Separation of SOC Ratio of cash flow to voting /controlling rights
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ownership and control
- Cash flow to
voting/controlling
rights disparity
2. Type of ultimate
controlling party
TCP TCP is the shareholder that holds more than 20% of
shares and the one with the highest shares. There are 5
categories: manager, institution, government, family
and foreign company, and requires 4 dummy variable
as follows. Foreign company category is the reference
and
TCPMn = 1, for managerial controlled, =0 otherwise.
TCPInst= 1, for institutional controlled, =0 otherwise.
TCPGov = 1, for government controlled, =0 otherwise.
TCPFam =1, for family controole, =0 otherwise.
Market assessment:
Cost of equity :
Ex ante measure of
expected return
COE
COEA
Residual income model based on Gebhardt, Lee and
Swaminathan (2001)
Alternative estimation based on Ohlson and Juettner-
Nauroth (2000)
Control variables:
Size LGMV Log market value
Growth LBTMV Log book to market value
Risk Beta from Datastream
Capital Intensity CAPINT Net book value of property, plant and equipment to
total assets
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Operating cycle OC Log of the sum of a companys days accounts
receivable and days inventory
Standard deviation of
revenue
STDREV
Research framework
The relationship between separation of ownership and control, monitoring mechanisms,
earnings quality and cost of equity is examined through the following series of equations.
1. Ownership structure, monitoring mechanisms and earnings quality
Earnings quality 1,2,3,4,5 = 0 + i SOC + 2,3,4,5 TCP + 6 SHDG + 7 ACI + 8 ACC +
9SIZE + 10Controls for EQ + 1,2,3,4,5
Equation 1
2. Earnings quality and cost of equity
COE = 0 + 1,2,3,4Earnings quality 1,2,3,4 + 5 SIZE + 6 + 7 BTMV + 6
Equation 2
3. Ownership structure, monitoring mechanisms and cost of equity
COE = 0 + 1 SOC + 2,3,4,5 TCP + 6 SHDG + 7 ACI + 8 ACC +
9SIZE + 10BTMV + 11 + 7,8,9
Equation 3
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4. Relationship between ownership structure, monitoring mechanisms and cost of equity-
SOC and SHDG as a dependent variable
SOC = 0 + 1COE + 2,3,4,5TCP + 6 SHDG + 7 ACI + 8 ACC +
9SIZE + 10BTMV + 10,11,12
Equation 4(i)
SHDG = 0 + 1COE + 2,3,4,5TCP + 6 SOC + 7 ACI + 8 ACC +
9SIZE + 10BTMV + 10,11,12
Equation 4(ii)
The simultaneity of equations
A priori equation 1 and 2 are not simultaneous. However for equations 3, 4(i) and 4(ii)
simultaneity cannot be assumed. Endogeneity test is performed for the variables SOC and SHDG.
RESULTS AND DISCUSSION
Descriptive Statistics
The mean of SOC reported in table 2 is lower than that in Claessens et al 1998b study.
This suggests that a higher disparity between CF and VR is found in this sample. As in previous
studies (Francis et al 2004, Mohd Saleh 2007) the earnings quality measures are highly dispersed.
Similarly with the SHDG measure. The means of ACI (0.608-0.636) and ACC (0.339-0.345)
suggest that companies in the sample maintain audit company independence and competence just
so to meet the Malaysian Code of Corporate Governance requirement.
Table 2 Mean and dispersion of common variables in the three sample
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ACQ CAQ & TAQ PS and PD
Mean
Std.
Deviation Mean
Std.
Deviation Mean
Std.
Deviation
SOC 0.490 0.218 0.488 0.216 0.506 0.225
SHDG 0.087 0.077 0.091 0.080 0.087 0.084
LGMV 6.585 1.377 6.555 1.338 6.955 1.401
BETA 0.961 0.413 0.932 0.475 1.008 0.483
LBTMV -0.394 0.645 -0.406 0.641 -0.283 0.633
ACI 0.634 0.200 0.636 0.196 0.608 0.221
ACC 0.339 0.165 0.345 0.170 0.341 0.197
COEA 0.147 0.066 0.149 0.065 0.145 0.070
COE 0.099 0.034 0.099 0.033 0.094 0.037
Multivariate analysis
Tables 3 to 6 (i & ii) provides the results of the regressions of the 5 equations. The
coefficients for all the regressions are Whites-adjusted for heteroskedasticity. The variance
inflation index are all below 10, thus multicollenearity is not a severe problem in all the
regressions. Tables 4 to 6 (i & ii) show results of regression using one estimate of COE. The
results of regressions using the alternative measure COEA are not shown due to limitation of
space.
The results given in table 3, show a significant negative relationship between EQ
measures of ACQ, CAQ and PS and SHDG. There is no evidence at all to show that EQ is
influenced by any of the ownership structure measures, SOC and type of ultimate controlling
party. This suggests that substantial shareholder plays a significant monitoring role as the higher
the SHDG, the higher the earnings quality (read as lower measure).
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To investigate further, the samples are separated into companies with pyramidal structure
and those that are without pyramidal structure. The results are largely the same except for the PD
non-pyramidal sample where it is found that the ownership variable (SOC) is found to be
significantly and positively associated with PD, which is the opposite expected relationship. This
could indicate the entrenchment effect taking place. Further research needs to be carried out with
larger sample size for a more robust results.
Table 3 Coefficients of equation 1 regression
Earnings quality 1,2,3,4,5 = 0 + i SOC + 2,3,4,5 TCP + 6 SHDG + 7 ACI + 8 ACC +
9SIZE + 10Controls for EQ + 1,2,3,4,5
(***, **, * Coefficients that are significant 1%, 5% and 10% level respectively )
Predicted
sign ACQ TAQ CAQ PS PD
(Constant)
TCPMn +ve -0.01 0.28 -0.36 -0.18 -0.04
TCPInst +ve 0.01 -0.81 -0.20 -0.23 -0.09
TCPGov +ve -0.01 -0.42 -1.18 -0.05 0.03
TCPFam +ve 0.00 -0.13 -0.59 -0.06 0.03
SHDG ?
-
0.09*** -2.01 -3.41*** -0.77** -0.28
ACI -ve 0.01 1.11* 0.43 0.06 0.04
ACC -ve -0.02 -0.81 -0.15 0.11 0.02
SOC -ve -0.01 0.52 -0.21 -0.00 0.08
LGMV -ve -0.004* -0.24** -0.14* -0.05 0.00
CAPINT -ve -0.03** -1.07** -0.64
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OC +ve 0.87* 1.47***
STDREV +ve 0.17 0.29*
R2 0.12 0.21 0.26 0.06 0.08
F 1.82 3.40 4.37 0.58 0.76
Sig 0.06* 0.00*** 0.00*** 0.82 0.67
N 141 141 151 151 118
The evidence of whether EQ is priced is rather mixed. Table 4 shows significant
relationship between EQ measures of ACQ and PD with COE measure. When COE measure is
replaced with the alternative measure COEA, it is found that all the EQ measures except PS
explained significantly the cost of equity as predicted. Thus there is a fairly strong association
between EQ and COE. This is especially consistent for the accrual quality measure, ACQ and PD.
Table 4 Results of equation 2 regression using COE estimate
COE = 0 + 1,2,3,4Earnings quality 1,2,3,4 + 5 SIZE + 6 + 7 BTMV + 6
(***, **, * Coefficients that are significant 1%, 5% and 10% level respectively )
Predicted
sign ACQ TAQ CAQ PS PD
(Constant)
EQ +ve 0.13** 0.00 0.00 0.00 0.04**
LGMV -ve -0.004*** -0.01*** -0.004*** -0.01*** -0.00***
BETA +ve 0.002 -0.00 -0.00 -0.00 -0.01
LBTMV +ve 0.03*** 0.03*** 0.03*** 0.03*** 0.03***
R2 0.39 0.40 0.40 0.40 0.45
F 21.99 24.34 24.60 18.64 23.20
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Sig 0.00 0.00 0.00 0.00 0.00
N 141 151 151 118 118
Equations 3 and 4 are tested for simultaneity and found to be not so. Thus ordinary least
square regressions are carried out for both the equations and the results are shown in tables 5 and
6 (i & ii)respectively.
Consistent with the results that substantial shareholding plays a significant monitoring
role and found in certain instances to be significantly associated with EQ (table 3), results given
in table 5 shows SHDG to be consistently and significantly associated with COE in all the
samples. This suggests that market prices the monitoring role of substantial shareholder.
Similarly, there is no significant association between SOC and COE in all the samples as they do
not explained significantly EQ. The same results are found when COEA replaces COE in the
regression. Thus market does not perceive the disparity between cash flow and voting rights,
SOC, as information risk, as SOC has no influence over EQ. This may be due to the mitigating
effect of substantial shareholders significant monitoring role.
Another possible explanation to this is that cash flow rights do not provide an incentive to
expropriate or manipulate earnings for this sample because as further explained below, the
companies in this sample are with ultimate controlling party with a higher level of control rights
than those in previous researches (Claessens 1998(b), Fan & Wong 2002) and therefore the cash
flow rights is not an incentive to expropriate.
The comparison between Claessens (1998b) sample and the samples under study
provides an insight why this is so. The minimum voting rights found in the samples in this study
is quite close to the mean of 28% in Claessens (1998b) study. 75% of companies in the samples
have ultimate controlling party with voting rights above 37%. Similarly the mean cash flow rights
in all samples in this study are almost twice that reported in Claessens (1998b). 75% of the
companies have ultimate controlling party with cash flow rights above 28%.
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Similar pattern is observed in Fan and Wong (2002) whose study includes 177 Malaysian
companies. The mean voting rights is 31% whilst the mean cash flow rights is reported to be
26%. As in Claessens et al (1998b) study the reported mean SOC is 85%. Further both Claessens
et al (1998b) and Fan and Wong (2002) capped the voting rights at 50%. They stopped analyzing
the voting rights of the ultimate controlling party once the voting rights breach 50%. So the
maximum voting rights for the companies in the sample is 50%.
Francis et al 2005 reported significant association between disparity of cash flow and
voting rights, and informativeness of dividends and earnings for US listed companies. It is well
known that capital markets in Europe and the US consist of companies with diffused ownership.
Thus the controlling party ownership rights is likely to be at lower level.
The other noteworthy difference is that both Fan and Wong (2002) and Francis et al
(2005) use market based of earnings quality measures. Thus they examine association between
market perception as embedded in the measure of informativeness and cash flow/controlling
rights disparity. Thus what they are measuring is the credibility of earnings figures in the face of
cash flow/controlling rights disparity. In Fan and Wong (2002) words - This does not always
mean that there is an outright earnings manipulation to cover up possible earnings effect of
wealth extraction. The accounting based earnings quality measures as used in this study are
measuring earnings manipulation after controlling for other economic condition. Francis et al
(2004) reported low correlation between market based and accounting based earnings quality
measures.
Certainly the off setting effect of increasing cash flow rights and increasing voting rights
is complex and merit more research. Previous research such as Claessens (1998b) also found that
at higher level of control the tendency to expropriate is higher. However the insignificant results
in this study is consistent with this finding and the prevailing theory and prediction regarding the
association between cash flow/voting rights and earnings quality. It suggests that at higher level
of control the ultimate controlling party with varying degree of disparity between cash flow and
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voting rights would expropriate. However the cash flow rights are not the incentive and thus the
lack of significant association.
Or the other possible explanation is that the ultimate controlling parties do not
expropriate as at higher level of control with the even higher level of cash flow rights, the
ultimate controlling parties of pyramidal and non-pyramidal companies may find the cash flow
loss is too much to expropriate.
Consider this hypothetical example of pyramidal companies. Suppose there are two
companies, A and B. The controlling party of A has cash flow rights of 8% and voting rights of
40%, thus SOC ratio of 20%. The controlling party of B has cash flow rights of 20% and
controlling rights of 100%, thus SOC of also 20%. The controlling party of company A would
share a loss of 80,000 for a loss of 1 million in company A, whilst a loss of 1 million in company
B, the controlling partys share in the loss is 200,000.
To prove interest alignment or otherwise entrenchment requires further research. It
requires measurement of not only expropriating behavior, but also measurement of value
maximizing behavior.
Results in table 3, although are not consistent across samples, show that certain types of
ownership structure are priced. The coefficients for managerial and family ultimate controlling
party (TCPMn, TCPFam) are significant in the ACQ and CAQ/TAQ samples. The coefficient for
government ultimate controlling party (TCPGov) is significant in ACQ sample only.
Table 5 Results of equation 3 regression using COE estimate
COE = 0 + 1 SOC + 2,3,4,5TCP + 6 SHDG + 7 ACI + 8 ACC +
9SIZE + 10BTMV + 11 + 7,8,9
(***, **, * Coefficients that are significant 1%, 5% and 10% level respectively )
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Predicted
sign ACQ TAQ/CAQ PS/PD
(Constant)
TCPMn +ve 0.221** 0.180* 0.022
TCPInst +ve 0.046 0.032 0.045
TCPGov +ve 0.165* 0.111 0.110
TCPFam +ve 0.354*** 0.286*** 0.226
SHDG ? -0.128* -0.164*** -0.139*
ACI -ve 0.067 0.053 0.076
ACC -ve 0.051 0.031 -0.075
LGMV -ve -0.190*** -0.179** -0.208**
LBTMV +ve 0.469*** 0.519*** 0.506***
BETA +ve -0.017 -0.039 -0.081
SOC -ve 0.093 0.088 0.030
R2 0.405 0.428 0.394
F 9.680 11.216 7.907
Sig 0.000 0.000 0.000
N 141 151 118
The purpose of running equations 4(i & ii) is to examine if ownership structure, i.e. SOC
and the next substantial shareholding, SHDG are in turn influenced by the monitoring
mechanisms and the cost of equity. Table 6 (i ) show that in all the three samples the coefficients
of SHDG are significant and negative. This indicates that in companies where the disparity
between cash flow and voting rights is high (the SOC ratio is low), i.e. where the expectation of
appropriation is high, there is a high substantial shareholding, and vice versa. The coefficient of
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ACI is significant in the PS/PD sample, whilst the coefficients of ACC are significant in the ACQ
and TAQ/CAQ. This is a fair evidence that ownership structure changes in response to increase
monitoring from substantial shareholders and audit committee.
Table 6
(i) Results of equation 4(i) regression using COE estimates
SOC = 0 + 1COE + 2,3,4,5TCP + 6 SHDG + 7 ACI + 8 ACC +
9SIZE + 10BTMV + 10,11,12
(***, **, * Coefficients that are significant 1%, 5% and 10% level respectively )
Predicted
sign ACQ TAQ/CAQ PS/PD
(Constant)
TCPMn +ve -0.472 -0.449 -0.413
TCPInst +ve -0.064 -0.056 0.001
TCPGov +ve 0.063 0.053 0.092
TCPFam +ve -0.195 -0.170 -0.143
ACI -ve -0.064 -0.055 -0.144*
ACC -ve -0.133* -0.128* -0.134
LGMV +ve 0.045 0.109 -0.048
LBTMV -ve 0.127 0.113 0.125
COE -ve 0.120 0.116 0.038
SHDG ? -0.165** -0.157** -0.179**
R2 0.238 0.226 0.220
F 5.383 5.376 4.309
Sig 0.000 0.000 0.000
N 141 151 118
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The rather low R squared is expected as there are conceivably other factors that
determine the shareholdings of these shareholders. As any other shareholders, other than
performance of companies, a substantial shareholder would also consider for example the relative
risk/ return relationship in his portfolio of investments. This cannot be captured by the estimated
relationship.
However the limited purpose of the estimation and that is to examine whether the
substantial shareholders voting rights could be explained by the stated variables, is served. In all
the regressions the coefficients of COE, SOC and LBTMV are consistently significant. The
coefficient of COE is negative throughout the samples which suggests that high substantial
shareholders shareholdings is associated with low cost of equity.
The coefficient of SOC is negative, which also suggests that high substantial
shareholders shareholdings is associated with low cash flow/voting rights. In other words
substantial shareholders voting rights are high in companies where the separation of ownership
and control related problems are expected to be high.
Table 6
(ii) Results of equation 4(ii) regression using COE estimates
SHDG = 0 + 1COE + 2,3,4,5TCP + 6 SOC + 7 ACI + 8 ACC +
9SIZE + 10BTMV + 10,11,12
(***, **, * Coefficients that are significant 1%, 5% and 10% level respectively )
Predicted
sign ACQ TAQ/CAQ PS/PD
(Constant)
TCPMn +ve -0.029
-0.031 -0.060
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TCPInst +ve
0.037 0.032 -0.034
TCPGov +ve
-0.049 -0.056 -0.051
TCPFam +ve
-0.015 -0.011 -0.026
ACI-0.011 -0.0145 0.014
ACC
0.045 0.047 -0.012
LGMV
0.001 0.001 -0.003
LBTMV 0.031**0.040*** 0.039***
COE -0.456* -0.627** -0.468**
SOC -0.071** -0.068** -0.083**
R2 0.141 0.159 0.118
F 2.140 2.651 1.428
Sig 0.026 0.005 0.178
N 141 151 118
CONCLUSION
A caveat is in order due to the sample size. Future research with a larger sample size may
provide a more robust set of results. However the results of this study does make some important
contribution. Firstly, the study shows that there is no significant relationship between ownership
structure and earnings quality and that investors do not perceive such ownership structure as
information risk and therefore priced. The consistency in the two findings is an important
contribution to the theory and the body of knowledge in ownership structure and the pricing of
information risks. Whilst past researches examine ownership structure and earnings quality, and
separately examine earnings quality and cost of equity, none has examined ownership structure as
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a source of information risk. Although the results are not in the affirmative, it confirms the
theory, that is what is perceived as a source of risk is priced.
Secondly, the fairly strong association between the cost of equity and earnings quality is
nothing new, except that this study examines companies in an emerging market. Therefore even
in an emerging market investors are sophisticated and do price earnings quality with low earnings
quality being perceived as information risks. In relation to the ownership structure, investors do
not however perceive ownership structure in particular the cash flow and voting rights disparity
as the primary driver of earnings quality. An important finding and therefore contribution is the
significance of predictability as a dimension of earnings quality in required return. Whilst there
have been many studies on Malaysian companies that examine abnormal accruals in relation to
many variables such as board characteristics, managerial ownership, etc. there is none to date on
predictability, a dimension that standard setters have long expounded as an important attribute of
accounting information. The finding that predictability is priced has an important implication to
Malaysian standard setters and preparers of accounts because it is a desired attribute of earnings.
There has never been any Malaysian studies that provide evidence that abnormal accruals are
priced. The consequence of this is that the preparer may gain in manipulation of accounts but they
stand to lose in terms of higher required return by investors.
Finally, this study consistently shows that substantial shareholders voting rights is
significantly associated with earnings quality especially the discretionary ones which suggest the
presence of substantial shareholder is an important monitoring mechanism. In contrast to the
results shown by the rules based mechanism in particular audit committee, where none of the
characteristics of audit committee is significantly associated with earnings quality and neither is it
priced. The finding that substantial shareholders shareholding is priced is a new and significant
contribution not only in the Malaysian context but also elsewhere. Thus not only substantial
shareholder is an important mechanism, it is also perceived as such by the market. The amount of
shares that substantial shareholders buy in the company depends on a number of factors which is
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beyond this research. However it is not conceivable that it is related to the cash flow/voting rights
of the controlling party, even though statistically they are correlated. Given that in the reverse
relationship test, substantial shareholding can affect the cash flow/voting rights of the controlling
party, it is an important contribution in the sense that it confirms the belief that ownership
changes in response to changes in market, even though as earlier reported ownership does not
response to market assessment or changes in cost of equity. The controlling party can change his
shareholding in the face of changing market expectation. Market expects with increase in
substantial shareholding there will be an increase in monitoring and increase information to the
market.
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