股权激励与盈余管理外文文献翻译2014年译文4500字
股权结构与公司业绩外文翻译(可编辑)
股权结构与公司业绩外文翻译外文翻译Ownership Structure and Firm Performance: Evidence from IsraelMaterial Source: Journal of Management and Governance Author: Beni Lauterbach and Alexander Vaninsky1.IntroductionFor many years and in many economies, most of the business activity was conducted by proprietorships, partnerships or closed corporations. In these forms of business organization, a small and closely related group of individuals belonging to the same family or cooperating in business for lengthy periods runs the firm and shares its profits.However, over the recent century, a new form of business organization flourished as non-concentrated-ownership corporations emerged. The modern diverse ownership corporation has broken the link between the ownership and active management of the firm. Modern corporations are run by professional managers who typically own only a very small fraction of the shares. In addition, ownership is disperse, that is the corporation is owned by and its profits are distributed among many stockholders.The advantages of the modern corporation are numerous. It relievesfinancing problems, which enables the firm to assume larger-scale operations and utilize economies of scale. It also facilitates complex-operations allowing the most skilled or expert managers to control business even when they the professional mangers do not have enough funds to own the firm. Modern corporations raise money sell common stocks in the capital markets and assign it to the productive activities of professional managers. This is why it is plausible to hypothesize that the modern diverse-ownership corporations perform better than the traditional “closely held” business forms.Moderating factors exist. For example, closely held firms may issue minority shares to raise capital and expand operations. More importantly, modern corporations face a severe new problem called the agency problem: there is a chance that the professional mangers governing the daily operations of the firm would take actions against the best interests of the shareholders. This agency problem stems from the separation of ownership and control in the modern corporation, and it troubled many economists before e.g., Berle and Means, 1932; Jensen andMeckling, 1976; Fama and Jensen 1983. The conclusion was that there needs to exist a monitoring system or contract, aligning the manager interests and actions with the wealth and welfare of the owners stockholdersAgency-type problems exist also in closely held firms becausethere are always only a few decision makers. However, given the personal ties between the owners and mangers in these firms, and given the much closer monitoring, agency problems in closely held firms seem in general less severe.The presence of agency problems weakens the central thesis that modern open ownership corporations are more efficient. It is possible that in some business sectors the costs of monitoring and bonding the manager would be excessive. It is also probable that in some cases the advantages of large-scale operations and professional management would be minor and insufficient to outweigh the expected agency costs. Nevertheless, given the historical trend towards diverse ownership corporations, we maintain the hypothesis that diverse-ownership firms perform better than closely held firms. In our view, the trend towards diverse ownership corporations is rational and can be explained by performance gains.2. Ownership Structure and Firm PerformanceOne of the most important trademarks of the modern corporation is the separation of ownership and control. Modern corporations are typically run by professional executives who own only a small fraction of the shares.There is an ongoing debate in the literature on the impact and merit of the separation of ownership and control. Early theorists such as Williamson 1964 propose that non-owner managers prefer their owninterests over that of the shareholders. Consequently, non-owner managed firms become less efficient than owner-managed firms.The more recent literature reexamines this issue and prediction. It points out the existence of mechanisms that moderate the prospects of non-optimal and selfish behavior by the manager. Fama 1980, for example, argues that the availability and competition in the managerial labor markets reduce the prospects that managers would act irresponsibly. In addition, the presence of outside directors on the board constrains management behavior. Others, like Murphy 1985, suggest that executive compensation packages help align management interests with those of the shareholders by generating a link between management pay and firm performanceHence, non-owner manager firms are not less efficient than owner-managed firms. Most interestingly, Demsetz and Lehn 1985 conclude that the structure of ownership varies in ways that are consistent with value imization. That is, diverse ownership and non-owner managed firms emerge when they are more worthwhile.The empirical evidence on the issue is mixed see Short 1994 for a summaryPart of the diverse results can be attributed to the difference across the studies in the criteria for differentiation between owner and non-owner manager controlled firms. These criteria, typically based on percentage ownership by large stockholders, are less innocuous and more problematic than initially believed because, as demonstrated by Morck,Shleifer and Vishny 1988 and McConnell and Servaes 1990, the relation between percentage ownership and firm performance is nonlinear. Further, percent ownership appears insufficient for describing the control structure. Two firms with identical overall percentage ownership by large blockholders are likely to have different control organizations, depending on the identity of the large stockholders.In this study, we utilize the ownership classification scheme proposed by Ang, Hauser and Lauterbach 1997. This scheme distinguishes between non-owner managed firms, firms controlled by concerns, firms controlled by a family, and firms controlled by a group of individuals partners. Obviously, the control structure in each of these firm types is different. Thus, some new perspectives on the relation between ownership structure and firm performance might emerge.3. DataWe employ data from a developing economy, Israel, where many forms of business organization coexist. The sample includes 280 public companies traded on the Tel-Aviv Stock Exchange TASE during 1994. For each company we collect data on the 1992?1994 net income profits after tax, 1994 total assets, 1994 equity, 1994 top management remuneration, and 1994 ownership structure. All data is extracted from the companies financial reports except for the classification of firms according to their ownership structure, which is based on the publica tions, “Holdings ofInterested Parties” issued by the Israel Securities Authority, “Meitav Stock Guide,” and “Globes Stock Exchange Yearbook”.The initial sample included all firms traded on the TASE about 560 at the time. However, sample size shrunk by half because: 1 according to the Israeli Security Authority the Israeli counterpart of the US SEC only 434 companies provided reliable compensation reports; 2 147 companies have a negative 1992?94 average net income, which makes them unsuitable for the methodology we employ; and 3 for 7 firms we could not determine the ownership structure.The companies in the sample represent a rich variety of ownership structures, as illustrated in Figure 1. Nine percent of the firms do not have any majority owner. Among majority owned firms, individuals family firms or partnerships of individuals own 72% and the rest are controlled by concerns. About half 49% of the individually-controlled firms are dominated by a partnership of individuals and the rest 51% are dominated by families. Professional non-owner CEOs are found in about 15% of the individually controlled firms.4. Methodology: Data Envelopment AnalysisIn this study, we measure relative performance using Data Envelopment Analysis DEA. Data Envelopment Analysis is currently a leading methodology in Operations Research for performance evaluations see Seiford and Thrall, 1990, and previous versions of it have been usedin Finance by Elyasiani andMehdian, 1992, for example.The main advantage of Data Envelopment Analysis is that it is a parameter-free approach. For each analyzed firm, DEA constructs a “twin” comparable virtual firm consisting of a portfolio of other sample firms. Then, the relative performance of the firm can be determined. Other quantitative techniques such as regression analysis are parametric, that is it estimates a “production function” and assesses each firm performance according to its residual relative to the fitted fixed parameters economy-wide production function. We are not claiming that parametric methods are inadequate. Rather, we attempt a different and perhaps more flexible methodology, and compare its results to the standard regression methodology Findings.The equity ratio variable represents expectation that given the firm size, the higher the investments of stockholders equity, the higher their return net income. Finally, the CEO and top management compensation variables are controlling for the managers’ input. One of our central points is that top managers’ actions and skills affect firm output. Hence, higher pay mangers who presumably are also higher-skill are expected to yield superior profits. Rosen 1982 relates executives’ pay and rank in the organization to their skills and abilities, and Murphy 1998 discusses in de tail the structure of executive pay and its relation to firm’s performance.The DEA analysis and the empirical estimation of the relative performance of different organizational forms are repeated in four separate subsets of firms: Investment companies, Industrial companies, Real-estate companies, and Trade and services companies. This sector analysis controls for the special business environment of the firms and facilitates further examination of the net effect of ownership structure on firm performance.5.Empirical Results The main results of the empirical findings reviewed above are that majority Control by a few individuals diminishes firm performance, and that professional non-owner managers promote performance. The conclusions about individual control and professional management are reinforced by two other findings. First, it appears that firms without professional managers and firms controlled by individuals are more likely to exhibit negative net income.Second, Table IV also presents results of regressions of net income, NET INC, on leverage, size, professional manager dummy, and individual control dummy.6. ConclusionsThe empirical analysis of 280 firms in Israel reveals that ownership structure impacts firm performance, where performance is estimated as the actual net income of the firm divided by the optimal net income given the firm’s inputs. We find that:Out of all organizational forms, family owner-managed firms appearleast efficient in generating profits. When all firms are considered, only family firms with owner managers have an average performance score of less than 30%, and when performance is measured relative to the business sector, only family firms with owner-managers have an average score of less than 50%.2Non-owner managed firms perform better than owner-managed firms. These findings suggest that the modern form of business organization, namely the open corporation with disperse ownership and non-owner managers, promotes performance Critical readers may wonder how come “efficient” and “less-efficient” organizational structures coexist. The answer is that we probably do not document a long-term equilibrium situation. The lower-performing family and partnership controlled firms are likely, as time progresses, to transform into public-controlled non-majority owned corporations.A few reservations are in order. First, we do not contend that every company would gain by transforming into a disperse ownership public firm. For example, it is clear that start-up companies are usually better off when they are closely held. Second, there remain questions about the methodology and its application Data Envelopment Analysis is not standard in Finance. Last, we did not show directly that transforming into a disperse ownership public firm improves performances. Future research should further explore any performance gains from the separation ofownership and control.译文股权结构与公司业绩资料来源:管理治理杂志作者:贝尼?劳特巴赫和亚历山大?范尼斯基多年来,在许多经济体中的大多数商业活动是由独资企业、合伙企业或者非公开企业操作管理的。
股票期权激励外文翻译文献
股票期权激励外文翻译文献(文档含中英文对照即英文原文和中文翻译)原文:SOE Execs: Get Ready For Stock IncentivesTAN WEIStock option incentive plan will soon be available to state-owned enterprise executives, but will it lead to greater prosperity or new problems?A trailblazing new scheme to infuse state-owned enterprises (SOEs) with incentive stock options is under way. It’s a plan that may bolster company performance, but it’s not without risks.On August 15, Li Rongrong, Minister of the State-owned Assets Supervision and Administration Commission (SASAC), disclosed that after careful study, a stock option incentive trial plan will be carried out in the listed SOEs.According to the trial plan, about 102 A-share listed SOEs are expected to be the trial companies. The short list of some of those expecting to participate includes: China Unicom, Citic Group, Kweichow Moutai, China Merchants Bank and Beijing Financial Street Holding Co.Stock option incentive plan is designed to entice executives to work hard for the long - term development of their companies. As stocks rise based on company performance, they too gain through this profits haring arrangement. This kind of incentive plan is popular in foreign countries, especially in the United States, where stock options can account for as high as 70 percent of a CEO’s income. Further, many economists believe the stock option incentive plan optimizes corporate governance structure, improve management efficiency and enhance corporate competitiveness. On the other hand, after the Measure s on the Administration of Stock Incentive Plans of Listed Companies was issued early this ye a r, some ofthe companies turned out to have misused the incentive stock options. The result was insider dealings, performance manipulation as well as a manipulation of the company stock price.“Although the stock option incentive scheme is a frequently used tool to encourage top management, it could also be a double - edged sword especially in an immature market economy,” Li said. The SASAC is therefore taking a cautious approach, placing explicit requirements on corporate governance, the target and extent of the incentive measures, Li added.Li stated that the overseas-listed SOEs would be the first few companies that will implement the mechanism because of their sound management structure and law-abiding nature. Then the domestic listed SOEs will have the chance to embrace incentive stock options, which would be promoted if the trial results were good.Executive face-liftAs for more than 900 listed SOEs, the personnel structure of the boards of directors will pro b ably face substantial change. That’s because the plan states that if the s t o ck option incentive mechanism is going to be implemented in listed SOEs, external directors should account for half of the board of directors.The trial plan introduced the concept of external directors for the firsttime. The external director should be legally recommended by directors of listed SOEs, and should not be working in the listed SOEs or in a holding company, said the plan. However, currently, most of boards of directors of listed SOEs are not in compliance with the requirement. They have to readjust the structure of board of directors to fit in with the new mechanism.“For most of the SOEs which are liste d in the A-share market, their boards of directors are made up of non-external directors and independent directors, which means that apart from independent directors, members of board of directors are all working for the listed company or for the large sha reholder,” said Zhu Yongmin, an economist with the Central University of Finance and Economics. “If the stock option incentive mechanism is to be carried out in those companies, a large-scale restructuring of board of directors is unavoidable and external directors must be introduced into the board.”China Securities Regulatory Commission (CSRC) stipulates that an independent director is one who doesn’t hold another office beyond his job as a director, and has no such relations with major share holder that would interfere with the exercise of independent and objective judgment. “Currently, the independent directors of listed companies can be categorized as external directors,” Zhu said. “However, the definition ofexternal director is much broader than independent director. Those who work for a company which has business ties with a listed company, though they do not meet the requirements of being an independent director, but can be considered an external director.”Additionally, the trial plan also stipulates that the salary committee of listed SOEs that exercise the stock option incentive mechanism should be composed of external directors. However, for most of the listed companies, there are still non - external directors. As a result, a considerable number of listed SOEs need to transform their salary committee to fulfill the prerequisites of the stock option incentive mechanism.Avoiding over-compensationOver- compensation is something that the trial stock plan is trying to avoid as well.Therefore, th e trial plan states that domestic listed SOEs’ executives should receive no more than 30 percent of their total salary (including options and dividends). But as for the overseas-listed SOEs, the maximum incentive is 40 percent of the target salary.The trial plan also fixes the volume of incentive stock options.The trial plan states that the volume of incentive stock options should be fixed in accordance with the scale of the listed company and the number of incentive objectives. The number of share allocated may not exceed 10percent of the company’s total share capital and no less than 0.1 percent. In fact, Beijing Review was informed by the CSRC that some 20 listed SOEs also began exploring stock option incentive schemes in the first half of this year. But none of them received approval from the CSRC because their schemes revealed sharp contrast with the trial plan in terms of the scale of incentive stock options offered.Results-orientedUnder the trial plan, better performance is a must to obtain stock privileges.The number of incentive stock options that senior executives in listed SOEs can get depends on their annual performance. If they cannot fulfill the targeted objective s , the listed company may have the right to take back the incentive the stock options or purchase them back at the price at which they we re sold to the executives .Zhu Yongmin noted that the stock option incentive plan is not invariable. The directors of listed companies, senior executives, and core technological and management personnel may not get the target stock options if they fail to achieve a satisfactory performance.No freebiesFor sure, state stocks won’t be given to executives for free, under the trial plan.“The state stocks have prices,” Zheng said. “If they we re paid to senior executives for free in the name of incentive stocks, it is equal to a loss of state assets. To elaborate, the incentive stocks should be the increment of stocks that are earned by the executives for listed SOEs after the implementation of the trial plan, and should not be previous stock inventory. In short, the past is past. Only future stock increases can be used as incentive stocks.”Further, “The incentive stocks should not be paid only by the SASAC, which is the largest shareholder of all the central SOEs,” said Zheng Peimin, Chairman of Shanghai Realize Investment Consulting Co., who took part in drafting the trial plan,. “ The incentive plan should be a joint action of all share holders of a company and they should shoulder the same responsibility and enjoy equal benefit .”Already, share holders pay for salaries of directors, senior executives and technology management staff.“The incentive stocks should also be paid by all shareholders.” Zheng said. “For instance, if the govern ment, or a state owned enterprise, holds 60 percent of a listed SOE, they should only pay 60 percent of the incentive stocks and 40 percent should be paid by other share holders.”译文:国有企业高管:准备迎接股权激励计划谭卫股票期权激励计划将很快应用于国有企业管理人员,但这会带来更大的繁荣,还是新的问题?一个开创性的计划正被引入——国有企业正在实施股票期权激励计划,它可能会增强公司业绩,但它并非没有风险。
投资者保护和企业盈余管理财务外文文献翻译2014年3000多字
文献出处:Leuz C, Nanda D, Wysocki P D. Earnings management and investor protection: an international comparison[J]. Journal of financial economics, 2014, 6(03): 505-527.原文Investor Protection and Earnings Management:An International ComparisonChristian LeuzThe Wharton School of the University of PennsylvaniaDhananjay NandaUniversity of Michigan Business SchoolPeter D. WysockiMIT Sloan School of Management, CambridgeAbstractThis paper examines the relation between outside investor protection and earnings management. We argue that insiders, in an attempt to protect their private control benefits, use earnings management to conceal firm performance from outsiders. We hypothesize that earnings management decreases in investor protection because strong p rotection limits insiders’ ability to acquire private control benefits and hence reduces their incentives to mask firm performance. Using accounting data from 31 countries between 1990 and 1999, we present empirical evidence consistent with this hypothesis. Our result points to an important link between legal institutions, private control benefits and the quality of accounting earnings reported to capital market participants. These findings complement prior finance research that generally treats the quality of corporate reporting as exogenous.Key Words: Corporate governance; Earnings management; Investor protection; Private control benefits; Law1. IntroductionThe legal protection of outside investors has been identified as a key determinant of financial market development, capital and ownership structures, dividend policies, and private control benefits around the world (see Shleifer and Vishny, 1997 and La Porta et al, 2000a). Extant work, however, has paid scant attention to the relation between legal protection and the quality of financial information reported by insiders, namely managers and controlling shareholders, to outsiders, namely the firm’s minority (or arm’s length) shareholders and creditors. Reporting firm performance in a “true and fair” manner is critical for effective corporate governance because it allows outsiders to monitor their claims and exercise their rights (see, for example, OECD Principles of Corporate Governance, 1999).In this paper, we highlight legal protection as a key primitive affecting the quality of firms’ earnings. Strong and well-enforced outsider rights limit the acquisition of private control benefits, and consequently, mitigate insiders’ incentives to manage accounting earnings, as insiders have little to conceal from outsiders. This insight motivates our primary hypothesis that the pervasiveness of earnings management is decreasing in legal protection. Our empirical findings are consistent with this hypothesis.Following Healy and Wahlen (1999), we define earnings management as the alteration of firms’ reported economic performance by insiders to either “mislead some stakeholders” or to “influence contractual outcomes.” We argue that incentives to misrepresent firm performance through earnings management arise from a conflict of interest between the firms’ insiders and outsiders. Specifically, insiders use their control over the firm’s resources to benefit themselves at the expense of outsiders. If these private control benefits are detected, outsiders are likely to take disciplinary actions against insiders. Consequently, insiders have an incentive to conceal these resource diversions from outsiders. We argue that insiders manipulate accounting reports of firm performance in an attempt to hide their private control benefits. For instance, insiders can use their discretion in financial reporting to overstate earnings and conceal unfavorable earnings realizations (e.g., losses) that would prompt outsiderinterference. Similarly, insiders can use accounting choices to understate earnings in years of good performance to create reserves for periods of poor future performance, effectively making reported earnings less variable than true firm performance. Outsiders’ ability to govern a firm is weakened when extensive earn ings management results in financial reports that inaccurately reflect firm performance.The effectiveness of a country’s legal system in protecting minority shareholders and outside creditors limits insiders' ability to acquire private control benefits (e.g., Claessens et al., 2000a; Nenova, 2000; Dyck and Zingales, 2002). Strong legal protection increases insiders’ costs of diverting resources (e.g., Shleifer and Vishny, 1997; La Porta et al., 2000a; Shleifer and Wolfenzon, 2000). We argue that insiders’incentive to conceal their private control benefits decreases in the legal system’s effectiveness in protecting outside investor interests. Thus, our primary hypothesis is that earnings management decreases in legal protection because strong investor prot ection limits the acquisition of private control benefits, which reduces insiders’ incentives to obfuscate performance.This hypothesis is tested using financial accounting and institutional data for a sample of firms from 31 countries (from 1990 to 1999) with substantial variation in investor protection laws and enforcement activities. We create four related proxies to measure the pervasiveness of earnings management in a country. The measures capture the extent to which insiders manage the “accounting” c omponent of reported earnings to smooth or mask the firm’s economic performance, and together proxy for the level of earnings management in a country. Our analysis begins with a descriptive country cluster analysis, which groups countries with similar legal and institutional characteristics. Three distinct country clusters are identified:(1) outsider economies with strong legal enforcement (e.g., UK and US); (2) insider economies with strong legal enforcement (e.g. Germany and Japan); and, (3) insider economies with weak legal enforcement (e.g., Italy and India). The clusters closely parallel simple code/common-law and regional characterizations used in prior work (e.g., La Porta et al., 1997; Ball et al. 2000). Outsider economies with strong enforcement display the lowest and insider economies with weak enforcement thehighest level of earnings management. That is, earnings management appears to be lower in economies with strong investor protection, large stock markets, dispersed ownership, and strong legal enforcement.To relate earnings management more explicitly to the level of investor protection, we undertake a multiple regression analysis. Outside investor protection is measured by the extent of minority shareholder rights as well as the quality of legal enforcement. Our results show that earnings management is negatively related to outsider rights and legal enforcement. These results are robust after controlling for differences in economic development, macroeconomic stability, industry composition and firm characteristics across countries. Tests that account for the endogeneity of investor protection and other institutional factors, such as differences in the accounting rules or ownership concentration, provide further evidence that investor protection is a key determinant of earnings management activity across countries. We also provide direct evidence that earnings management is positively associated with the level of private control benefits enjoyed by insiders.This study builds on recent advances in the corporate governance literature on the role of legal protection in financial market development, ownership structures, and private control benefits (e.g., Shleifer and Vishny, 1997; La Porta et al., 2000a). We extend this literature by presenting evidence that the level of outside investor protection endogenously determines the quality of financial information reported to outsiders. These results add to our understanding of how legal protection influences the agency conflict between outsider investors and controlling insiders. Weak legal protection appears to result in poor-quality financial reporting, which is likely to undermine the development of arm’s length financial markets.Our work also contributes to a growing literature on international differences in firms’ financial reporting. Prior research has analyzed the relation between earnings and stock prices around the world, only implicitly accounting for international differences in institutional factors (e.g., Alford et al., 1993; Joos and Lang, 1994; Land and Lang, 2000). Our results suggest that a country’s legal and institutional environment fundamentally influences the properties of reported earnings. In thisregard, our study complements the recent work by Ball et al. (1999 and 2000), Fan and Wong (1999), Ali and Hwang (2000), and Hung (2001), which documents that various institutional factors explain differences in the price-earnings association across countries. However, the price-earnings association reflects both differences in the pricing mechanism and earnings management. Thus, it is important to understand the effect of institutional factors on reported earnings when examining the relation between stock prices and “managed” earnings.The remainder of the paper is organized as follows. Specific hypotheses are developed in section 2. Section 3 describes the construction of the earnings management measures. In section 4, we describe the sample and provide descriptive statistics. Empirical tests and results are presented in section 5. Section 6 concludes.2. Earnings management, private control benefits and investor protectionIn this section, we argue that international differences in incentives to misrepresent firm performance arise from a conflict of interest between the firms’ insiders and outsiders, i.e., the incentive of insiders to acquire private control benefits, effectively expropriating outsiders. Recent advances in the corporate governance literature suggest that this agency conflict is widespread around the world and affecte d by a country’s legal structure (e.g., Shleifer and Vishny, 1997; La Porta et al., 1999 and 2000a; Claessens et al., 2000b).2.1. Private control benefits and hiding incentivesA benefit of acquiring control in a firm is that controlling parties, such as majority owners or managers, need not share gains with all the firms’ owners. Examples of private control benefits are wide-ranging. They include the “psychic” value of being in charge and fairly facile forms of profit diversion such as perquisite consumption. At the other end of the spectrum, private control benefits include outright theft or transfer of firm assets to other firms owned by insiders and their family members. The common theme is that some value is enjoyed exclusively by insiders and not shared with non-controlling outsiders.As a consequence, controlling insiders have incentives to conceal their privatecontrol benefits from non-controlling parties, i.e. outside investors (see also Zingales, 1994; Shleifer and Vishny, 1997). If these private control benefits are detected, outsiders are likely to take disciplinary actions against insiders. We therefore argue that managers and controlling owners have an incentive to manage earnings in order to conceal the firm’s true performance from outsider s. For example, insiders can use their financial reporting discretion to overstate earnings and conceal unfavorable earnings realizations (e.g., losses) that would prompt outsider interference. Insiders can also use accounting choices to understate earnings in years of good performance to create reserves for future poor periods; effectively making firm earnings less variable than its economic performance. Thus, insiders can reduce the likelihood of outside intervention by masking their private control benefits through the management of the level and the variability of reported earnings.2.2. The role of investor protectionIn order to limit insiders’ private control benefits, outside investors design contracts that confer them rights to discipline insiders (e.g., to replace managers). However, outsiders must rely on their country’s legal system to enforce these contracts (La Porta, et. al., 1998). Legal systems protect investors’ property rights by enacting and enforcing laws that enable a firm to contract with outside investors. For instance, shareholders are paid dividends because they can vote to replace their firms’ managers and directors, and creditors are repaid because the law enables them to repossess firm assets in case of default. Recent research documents that effective outside investor protection limits insiders’ ability to acquire private control benefits. La Porta et al. (2000b) show that higher dividend payouts are associated with stronger minority shareholder protection. Claessens et al. (2000a), Nenova (2000), and Dyck and Zingales (2002) find that private control benefits are negatively associated with stronger outsider protection and legal enforcement.As effective outside investor protection limits insiders’ ability to acquire private con trol benefits, it also reduces insiders’ need to conceal their activities. We hypothesize that earnings management is more pervasive in countries with weak legal protection of outside investors because insiders enjoy greater private control benefitsand hence have stronger incentives to obfuscate firm performance. Following La Porta et al. (1998), we distinguish between the legal rights accorded to outside investors and the quality of their enforcement. The strength of laws that protect minority rights and their enforcement via the judicial system are complementary legal structures and hence are both hypothesized to be negatively associated with earnings management.2.3. Competing effectsIn the preceding discussion, we argue that outside investor protection is a key primitive that affects insiders’ earnings management activities across countries. A number of other factors are purported to affect earnings quality at the country level. These factors can be broadly categorized as essentially exogenous factors, such as industry composition, and arguably endogenous factors, such as accounting standards and ownership structure. We attempt to explicitly control for exogenous factors, such as industry composition and macroeconomic stability, in our empirical analyses.While accounting standards and ownership structure are important factors correlated with observed earnings management activities, it is unclear whether they are fundamental primitives. In our view, low earnings management, well-functioning markets for outside capital and dispersed ownership patterns are joint outcomes of strong investor protection. Prior work shows that investor protection is the key primitive that explains corporate choices, such as firms’ financing and dividend policies as well as ownership structures (e.g., La Porta et al. 1997, 1999, 2000a). Accounting rules likely reflect the influence of a country’s legal and institutional framework and are therefore endogenous in our analysis. Countries with strong outsider legal protection are expected to enact and enforce accounting and securities laws that limit the manipulation of accounting information reported to outsiders. Consistent with this view, Enriques (2000) argues that UK and the US laws on director self-dealing are stricter and are more reliant on disclosure than those in Germany or Italy. Similarly, d’ Arcy (2000) shows that Anglo-American countries have stricter accounting rules with respect to accounting choices than do Continental-European countries with less effective investor protection. Moreover, theextent to which accounting rules limit insiders’ ability to engage in earnings management depends on how well these rules are enforced. While accounting standards can affect the reliability of financial reports, their impact is diminished in the face of weak legal enforcement. Ultimately, however, the relative importance and impact of various institutional factors on firms’ earnings management activities is an empirical issue. We therefore explore the role of other institutional factors in our empirical analysis.Finally, we note that strong investor protection may potentially encourage earnings management because insiders have greater incentive to hide their private control benefits when faced with higher penalties. Conversely, insiders have little incentive to conceal their diversions if outsiders cannot penalize these activities. We acknowledge this potentially confounding effect. One may argue that the penalty effect is likely to be dominated by international differences in private control benefits as suggested by our primary hypothesis. To resolve this issue, we appeal to the data.译文投资者保护和企业盈余管理一个国际比较克里斯蒂安·洛茨宾夕法尼亚大学沃顿商学院达安尼捷·南达密歇根大学商学院彼得·维索斯麻省理工学院基斯隆管理学院摘要:本文主要考察了外部投资者保护和企业盈余管理之间的关系。
《2024年股权激励、盈余管理与公司绩效》范文
《股权激励、盈余管理与公司绩效》篇一一、引言在当代企业管理中,股权激励、盈余管理和公司绩效之间的关系成为了研究热点。
随着市场经济的不断发展和企业治理结构的不断完善,如何有效利用股权激励来激发员工的积极性和提高公司的整体绩效,同时合理地进行盈余管理以提高公司的经济效益,已经成为企业持续发展的重要课题。
本文将就股权激励、盈余管理与公司绩效的关系进行深入探讨,并就相关问题提出对策建议。
二、股权激励与公司绩效股权激励作为一种长期激励机制,通过将公司股权分配给员工,使员工成为公司的股东,从而激发员工的积极性和创造力,提高公司的整体绩效。
股权激励的实施,有助于增强员工的归属感和责任感,使员工更加关注公司的长远发展。
同时,股权激励还可以吸引和留住优秀人才,提高公司的核心竞争力。
然而,股权激励的实施并非一蹴而就。
在实施过程中,企业需要充分考虑公司的实际情况和员工的特点,制定合理的股权激励方案。
此外,股权激励的实施还需要与公司的治理结构、企业文化等因素相匹配,以确保其发挥最大的效用。
三、盈余管理与公司绩效盈余管理是企业为了提高经济效益而采取的一系列管理措施。
合理的盈余管理可以帮助企业更好地实现经营目标,提高公司的整体绩效。
然而,过度的盈余管理可能导致企业财务报表失真,损害企业的信誉和形象,甚至引发法律风险。
因此,企业在进行盈余管理时,需要遵循法律法规和会计准则,确保财务报表的真实性和公正性。
同时,企业还需要根据自身的实际情况和市场需求,制定合理的盈余管理策略,以实现企业的经济效益和社会效益的双重目标。
四、股权激励与盈余管理的关系股权激励与盈余管理在公司治理中具有密切的关系。
一方面,股权激励的实施需要以公司的经济效益为基础,而盈余管理则是提高公司经济效益的重要手段。
另一方面,合理的盈余管理需要考虑股权激励的因素,以确保公司的长期发展和员工的利益。
因此,企业在制定股权激励和盈余管理策略时,需要综合考虑公司的实际情况、市场需求、员工特点等因素,以实现公司的长期发展和员工的利益最大化。
股权激励外文翻译(可编辑)
股权激励外文翻译(可编辑)股权激励外文翻译外文翻译原文EQUITY BASED INCENTIVESMaterial Source: Society Professionals Author: Richard DStock Incentive System SIS, is a system a company adopts to incent managers or ordinary employees. In this system, to incent managers or ordinary employees, a company will make them become stockowners by assigning a sum of stocks or stock options to them. Stock Incentive System Research on Outstanding Achievement, is a research base on the existing Stock Incentive System. This research emphasizes on analyzing the pertinency between system structure and outstanding achievement. By doing the research, the author tried to set up a pertinence relation between practicing SIS and carrying out outstanding achievement to enhance the efficiency of a Stock Incentive System. In this thesis, the research is focused on the problems of outstanding achievement deviation, capital resource for buying options or stocks, and short sight of managers. A lot of data and cases have been adopted to find out the bugs from the existing SIS and set up a new model to enhance the efficiencyof the SIS. In this thesis, the author demonstrates the following ideas.1. For the weakpertinence between stock price and outstanding achievement under the circumstance of the capital market, it is strongly recommended that the stocks from SIS not come into the market, or it will be inefficient for incenting managers, further more, it may cause risks of deceiving to incent market prices, which will ruin the company and share holders utmostly. Then how to price the incentive stocks, and how can the stocks be encashed? In chapter two, a pricing model of EVA has been set up to answer the questions. In this model, there is linearity pertinence between the stock price and EVA. While priced by this model, the increment of stocks get an only resource of outstanding achievement made by managers, which will incent managers to work hard to increase stock price. In this model, we can also find out that the capital resource for stock encashment is exercise capital and EVA. 2.An favorable exercise capital resource may be built up on capital bonus, which will enhance the efficient of SIS by forming a benign incentive circle system. This system is named Capital Bonus Exercising System. Since the capital bonus is the only resource for exercise, and we know that managers’ outstanding achievement is the only resource for capital bonus, more outstanding achievement cause more bonus, more bonus cause faster and bigger amount exercise, more exercise cause bigger share hold for managers, and bigger share hold will cause more income, which will incent managers to work harder, then a benign incentive circle system is formed. 3. Since an SIS is used to get a long-termincenting, the managers’ stock holding period must be quite long, anda rule of exercising and encashing batch by batch must be prescribed. Firstly, the holding period must be quite long to realize long-term incentive function of SIS, or it will be not better than a cash bonus. For the incentive function will vanish once encashed, the stock holding term must be set long. Secondly, options or stocks must be exercised or encashed batch by batch in the holding period. Since the managers are with cash-predilection, in the other word, short-term income favoritism, if managers cannot get income before the end of the long term, their short-term income favoritism cannot be fulfilled, and then incentive function of SIS will be weakened. To get a harmony between long-term and short-term incenting, options or stocks must be exercised or encashed batch by batch. Furthermore, this prescription dividing managers stock income into batches will prevent managers from risks of short sight, and then the company can escape from disasters like Enron and WorldCom ever met. This thesis is a pilot study on Stock Incentive System based on outstanding achievement. It insists that practising a Stock Incentive System should be able to incent managers to carry out outstanding achievement and the incentive term should be quite long. And to getthese effects, the key issues are to set up EVA models and built up a balance between short-term and long-term incenting. And most of the author’sefforts are being taken to settle these two issues.The use of equity as a key component of executive compensation is probably the most difficult and controversial issue or manage by the compensation committee of a corporate hoard of directors. In theory, equity-based compensation should drive management to behave in a manner consistent with the wishes of the shareholders. This column focuses onthe three most prevalent equity awards.Nonqualified stock options NSOs are by and large the most commonequity incentive arrangement Executives may buy stock at a specifiedprice grant for a given period of time. Compensation derived from the appreciation in the stock price between the option grant date and the option exercise date is taxed or ordinary income tax rates. NSOs can be exercised in any sequence.There is no taxable income to the executive triggered by the option grant Appreciation from the grate price is taxed at ordinary income tax rates upon exercise. For example, a grant price of $50 and an exercise price of $75 create ordinary income of $25. The company is required to withhold an executive's taxes at exercise. This can be a problem because the exercise of the option itself does not generate cash for the executive. When the executive sells the stock, any future appreciation from the exercise price to the sale price is taxed at capital gain rates.There is no tax deduction for the company as a result of granting an option. The company does receive a tax deduction equal to theexecutive's ordinary income when the option is exercised. There isno impact on the company from any subsequent sale of the stork by the executive.Advantageous to users of nonqualified stock options is the idea that such arrangements are an attempt to align executive interests with shareholder interests. There are no limitations on the amount that may be exercised nonqualified options are less dilutive than incentive stock options and the nonqualified variety offer potential for long term appreciation as the company grows. The disadvantage of a nonqualified arrangement is that executive investment is required at two different intervals-First, to acquire the stock and second, to satisfy the tax liability. Also ,NSOs dilute earnings per share through cowman stack equivalents.There is no charge to corporate earnings unless the option price is variable or is less than 100% of fair market value on the grant date, or unless the company has elected m account for stock options under FASB 123. Where FASB 123 is used, there is a charge to earnings that is calculated based on the estimated fair market value at grant dare using an option pricing mode!Incentive stock options LSOs are option plans that meet the guidelines of IRC Sec. 422. They must be granted to employees with an exercise period not to exceed 10 years. The grant price cannot be for lessthan fair market value at the time that the option is granted, andthe option cannot be transferable. ISOs with an aggregate value of$1 000000 cannot be granted to be first exercisable in any given year.The executive incurs a tax liability only when stack obtainedthrough an ISO is sold, and not when the option is exercised. Thus,gains are treated at capital gain rates, provided the executive does not dispose of the stock until the later of two years from the grant of the option or one year from receipt of the stack. As ordinary income tax rates increase, ISOs become more attractive to executives because thetax is deferred until the stock is sold.The company receives no tax deduction upon exercise, which can make ISOs an expensive equity vehicle to offer from a company point ofview .However, if the company is in a low effective tax bracket, thelack of tax deductibility may still be a fair trade for the benefit provided to the executive.A major ISO advantage is char the executive has control over the timing of the taxable event sale of stock and not exercise of the option. This provides the executive an opportunity to do better long-term tax planning, including the ability to defer income without taxation and possibly pay taxes at the lower capital gains rates. From a company perspective, the main disadvantage of an ISO arrangement is the lack ofa company tax deduction when an executive exercises an ISO. From theexecutive's point of view there are two disadvantages. The first one is the holding period of iS0 shares: the longer of two years from grantor one year from the receipt of the stuck in order to receive capital gains treatment .The second disadvantage is that the executive islimited to being granted ISOs of up to $I 00,000 that are exercisablefor the first time in any given calendar year.Finally, ISOs that have not been exercised are considered common stock equivalents and are factored into the determination of earnings per share, and they can have a dilutive cost impact on the company's earnings per share and balance sheet if the stock price appreciates.Restricted stock is an outright grant of shares to executives. This outright transfer of stock has restrictions as to the sale, transfer and pledging of the granted shares that lapse over a period of time .The restrictions can be for three or five years or for whatever time period is desired by the company. As the restrictions lapse, the executive has an unfettered right to sell, assign, pledge, encumber or do whatever he or she desires with the shares. However, if the executive terminates employment all unvested shares are forfeited. During the restriction period, the executive will receive the dividends on the restricted shares and also be able to vote the shares.To the executive, no individual income tax liability occurs when the restricted stock is granted. As restricted lapse, the current market value of vested shares is taxed as ordinary income. Dividends received during the restriction period or otherwise are taxed as ordinary income.译文股权激励资料来源::金融协会作者:Richard D.股权激励制度,是指企业采取授予管理人员或普通员工在未来一段时间内以某一事先规定的价格购买本公司一定比例股票的权利,或者直接授予管理人员或普通员工本公司一定比例的股权,从而试图达到激励管理人员或普通员工目的的制度选择。
员工激励理论外文文献及翻译.
员工激励理论外文文献及翻译员工激励理论外文文献及翻译One-to-one-management companiesare run -- in a timely inversion of John Adams's ideal -- as organizations of men (and women), not of laws. Nonetheless, a few laws, or at least cultural traits, appear to govern many such organizations. Together those traits create an environment where employees' needs are known, sometimes anticipated, and served, justas customers' needs are known, sometimes anticipated, and served in CRM-focused organizations. What follows is a look at the rules by which one-to-one-management companies operate[2].3.2 It's All in the DetailHow do you build morale and a sense of corporate responsibility? In surprisingly small ways. Standing in the kitchen at Eze Castle Software, CEO Sean McLaughlin watches as one of his programmers sets milk and cookies on a table. It's 2:30 on a Wednesday afternoon. "Hang on, Parvathy," McLaughlin says to the employee as he opens the refrigerator door and pulls out an apple pie. "Put this out, too." When Parvathy is done in the kitchen, she flips some switches, andthe lights flicker all over the fifth floor. Almost instantly, programmers leave their cubicles and make a beeline for thekitchen.Then Parvathy jogs up a staircase and flashes the lights on the sixth floor. Account managers, salespeople, and assorted techies come downstairs and join their colleagues in the kitchen. When they arrive, McLaughlin is at the center of the steadily building crowd, dishing out the pie. Around him conversations spring up between colleagues who work in different departments. The topics range from work to social life to politics. Ten minutes later the lights flash again and it's back to work for the 90 employees in the Boston office of Eze.What's so remarkable about the staff of a developer of securities-trading software with $13 million in revenues taking daily milk-and-cookies breaks? Not much -- until you consider that the practice is part of a cultural shift engineered by the CEO, a shift that has profoundly changed the way he and his employees relate toone another. Perhaps more significant, the changes have affected how employees deal with the myriad little details that keep the six-year-old company grounded.原文请找腾讯3249114六-维^论,文.网Eze's transformation began last year, when McLaughlin realized to his chagrin that his once small and collegial company had -- because of accelerated growth -- begun acting like a large corporation. His employees no longer knew one another, and he himself was increasingly vague about who some of the new faces were. "In the early days I could get to know everyone," saysMcLaughlin.However, the CEO was most annoyed by the fact that his employees -- both old and new -- were beginning to behave with large-company sloppiness rather than with start-up frugality. "Back when we were small, if someone sent a FedEx, we all knew how much that was costing the company," McLaughlin says. He recalls noticing that things were changing when one employee approved paying a contractor $100 a month to water the company's five plants. Then there were rising charges from the company's Internet service provider because of excessive traffic on the corporate T1 line. The cause? Employees were downloading MP3 files to listen to music during the workday. It frustrated McLaughlin that employees weren't taking responsibilityfor their actions and for the ways in which those actions affected the company's bottom line[2].But last summer two things happened that spurred McLaughlin to make some changes.First, the Boston office lost both of its administrative assistants. One assistant quit and the other left a few weeks later. The two had stocked the supply room, sorted the mail, and welcomed visitors. The dual departures wreaked havoc. "The kitchen was out of milk, we didn't have any pens in the supply cabinet, the reception area looked like crap," McLaughlin says.Then came the World Trade Center attacks. Though McLaughlin had long been brooding on how to reverse Eze's fat-cat habits, he had yet to act. He says that 9-11, and the "what are my priorities" thinking it engendered, "created an environment where it was easy for me to initiate a change."The change he had in mind was inspired by a visit to his daughter's kindergarten class. There he saw how the teacher divided the cleanup tasks among the children by posting a rotating "chore wheel." McLaughlin thought the wheel was just the thing to clean up the mess and teach his employees a little corporate responsibility. But he also wanted to institute something that would help improve camaraderie. That's where another kindergarten institution, the milk-and-cookies breaks, came in. "I wanted to build relationships among the employees, to make them feel more company morale," he says.上一页[1] [2] [3] [4] [5] [6] [7] [8] [9] 下一页。
盈余管理和盈利质量外文文献及翻译
盈余管理和盈利质量外文文献及翻译摘要从犯罪现场调查员的视角来看盈余管理的检测,启蒙了早期对盈余管理的研究和它的近亲:盈利质量。
Ball和Shivakumar的著作(2008在会计和经济学杂志上出版的《首次公开发行时的盈利质量》)和Teoh et al .的著作(1998在金融杂志53期上刊登的《盈利管理和首次公开发行后的市场表现》)被用来阐释将犯罪现场调查的七个部分应用于盈利管理的研究。
关键词:市场效率盈余管理盈利质量会计欺诈1、引言在诸多会计和金融的研究课题中,可能没有比盈余管理更具有刺激性的议题。
为什么?我认为这是因为这个主题明确涉及了潜在的不法行为、恶作剧、冲突、间谍活动以及一种神秘感。
正如Healy和Wahlen在1999年(Schipper在1989也下过类似的定义)定义道:“盈余管理的发生是在管理者针对财务报表和交易建立,运用判断力来改变财务报告之时。
盈余管理要么会在公司潜在的经营表现上误导一些利益相关者,要么影响合同结果,这取决于会计报告数字。
”简而言之,有人做伤害别人的事情。
审计人员、监管机构、投资者和研究者们试图找到这些违法者并解开这个谜团,而这个谜团可能会演变成涉及欺诈(或犯罪,在此使用解决犯罪谜团的隐喻)的事件。
如果我们将盈余管理看成是一个潜在的欺诈性(犯罪性)活动,那么我们可以在利用比解决神秘谋杀案的福尔摩斯,或犯罪现场调查(CSI)更现代的条件下,考虑对盈余管理的探查。
这样的调查涉及到以下七个要素:一场犯罪是否已经实施,嫌疑人的责任,使用的凶器,犯罪活动的受害者,犯罪的动机,开展行动的机会和替代性解释。
替代性解释是指除了欺诈或犯罪活动,整个事件的起因。
这个起因能够证实在目击证据的基础上得出欺诈或犯罪的结论将是错误的。
我在讨论破解盈余管理的谜团的各种要素时,所举的例子主要来自Ball和Shivakumar(2008)和Teoh et al.(1998)。
(这些要素显然是相互关联的,以下的讨论中也有一些不可避免的重复)。
股权激励与盈余管理外文文献翻译2014年译文4500字
股权激励与盈余管理外文文献翻译2014年译文4500字文献出处:Scott Duellman. Equity Incentives and Earnings Management[J]. Account. Public Policy ,2014(32):495–517.原文Equity Incentives and Earnings ManagementScott DuellmanaAbstractPrior studies suggest that equity incentives inherently have both an interest alignment effect and an opportunistic financial reporting effect. Using three distinct proxies for earnings management we find evidence consistent with the incentive alignment (opportunistic financial reporting) effect of equity incentives increasing as monitoring intensity increases (decreases). Furthermore, using the accrual-based earnings management and meet/beat analyst forecast models we find that the opportunistic financial reporting effect of equity incentives dominates the incentive alignments effect for firms with low monitoring intensity. Using proxies for real earnings management, we find that the incentive alignment effect dominates the opportunistic financial reporting effect for high and moderate monitoring intensity firms. However, for low monitoring intensity firms the opportunistic reporting effect mitigates, but does not completely offset, the benefits of the incentive alignment effect. Overall, these findings are consistent with the level of monitoring affecting the relation between equity incentives and earnings management.1. IntroductionClassical agency theory suggests that equity incentives align managers’interests with shareholders’in terests (see forexample, Mirlees, 1976, Jensen and Meckling, 1976 and Holmstrom, 1979). However, recent theoretical papers suggest that equity incentives may also motivate managers to boost short term stock prices by manipulating accounting numbers (see for example, Bar-Gill and Bebchuk, 2003 and Goldman and Slezak, 2006). Empirical studies examining the effect of equity incentives on earnings management, a proxy for opportunistic reporting, yield mixed results. For example, Gao and Shrieves, 2002,Bergstresser and Philippon, 2006 and Weber, 2006, and Cornett et al. (2008) document a positive relation between equity incentives and accrual-based earnings management; while Hribar and Nichols (2007) find that after controlling for cash flow volatility the relation between equity incentives and earnings management becomes insignificant.1 Furthermore, Cohen et al. (2008) find a negative relation between equity incentives and real earnings management. Thus, whether equity incentives are associated with opportunistic financial reporting is an open empirical question that warrants further study.We view equity incentives as one element of the firm’s governancestructure and argue that equity incentives inherently have both an interest alignment effect and an opportunistic financial reporting effect. We investigate how the relation between equity incentives and earnings management changes with respect to the intensity of firms’monitoring systems. More specifically, we expect that when monitoring intensity is relatively high, equity incentives will have more of an incentive alignment effect leading to lower earnings management in comparison with low monitoring intensity firms. Conversely, when monitoring intensity is relatively low, equity incentives will have more of anopportunistic financial reporting effect leading to higher earnings management in comparison to high monitoring intensity firms. Thus, we predict that the incentive alignment (opportunistic financial reporting) effect of equity incentives increases as monitoring intensity increases (decreases).Using a sample over the time period 2001–2007, we proxy for earnings management using three different measures common in the literature: (i) absolute abnormal accruals, (ii) real earnings management measures, and (iii) the likelihood of meeting/beating an analyst forecast. We measure equity incentives, in a manner consistent with prior studies such as Bergstresser and Philippon (2006) as the percentage of total CEO compensation for the year that would come from a 1% increase in the company’s stock as of the end of the previous fiscal year.To measure the intensity of monitoring mechanisms, we focus on threemechanisms that are most directly involved in monitoring managers’financial reporting decisions (board of directo rs, external auditors, and institutional investors). We identify six board characteristics, one auditor characteristic, and two institutional investor characteristics that could potentially affect monitoring effectiveness. Using principal component analysis we collapse these nine characteristics into two monitoring intensity measures (principal components) which capture 51.1% of the variance in these characteristics.2 We classify firms as high (low) monitoring intensity firms if both monitoring intensity measures are above (below) median values while firms with only one monitoring factor above the median are classified as moderate monitoring intensity firms. We use this approach as different monitoring attributes may be substitutes or complements to oneanother and principal component analysis effectively reduces the redundancy in these variables.We regress our measures of earnings management on lagged equity incentives, monitoring intensity classifications (moderate and low), the interaction between them, and a set of control variables. Our findings can be summarized as follows. First, we find evidence consistent with the incentive alignment (opportunistic financial reporting) effect of equity incentives increasing as monitoring intensity increases (decreases) across all three earnings management measures. Second, in tests using accrual based earnings management and meet/beat analyst forecasts, we find that forlow monitoring intensity firms, the opportunistic reporting effect dominates the incentive alignment effect of equity incentives; and equity incentives and earnings management are unrelated when monitoring intensity is moderate or high.Third, with respect to real earnings management, we find a negative relation between equity incentives and real earnings management for high and moderate monitoring intensity firms. Furthermore, for low intensity monitoring firms the negative relation is mitigated, but not completely offset, by the incentive alignment effect. In contrast with our abnormal accrual results, these findings suggest that the incentive alignment effect dominates the opportunistic financial reporting effect with respect to real earnings management. A potential explanation for these findings is that both monitors and managers are aware of the higher potential long-term costs of real earnings management and thus tend to avoid cuts to discretionary expenses (research and development) or increase production.Our primary contribution to the literature on the relationbetween equity incentives and earnings management is that we provide evidence on how this relation varies with the level of oversight by monitoring mechanisms. This is in contrast with most prior studies in this area that either overlook the effects of monitoring (or governance) mechanisms or simply use one or more governance characteristics as control variables (Bergstresser and Philippon, 2006 and Cornett et al., 2008).3 However, a prior study by Weber (2006) also investigates the effects of governance on the relation between CEO wealth sensitivity and earnings management using a random sample of 410 S&P 1500 firms. Weber (2006) finds that CEO wealth sensitivity is positively related to abnormal accruals and that governance does not significantly affect this relation. Weber (2006) defines monitoring intensity by only using the factor that explains the most variance from the principle component analysis. However, this methodology could misclassify firms because monitoring has multiple dimensions and using only one factor ignores the presence of substitutive monitoring mechanisms. Furthermore, in contrast to Weber (2006), using two monitoring intensity factors, we find that monitoring intensity has a significant effect on the relation between equity incentives and earnings management. Additionally, our study uses a broader sample of firms, a longer sample period, and multiple proxies for earnings management.In addition to our primary contribution, we add to the literature in two ways. First, while prior studies on equity incentives and accrual-based earnings management document that the results are dependent on controlling for operating cash flow volatility, we show that for firms with low monitoring, equity incentives are positively related to accrual-based earningsmanagement even after controlling for operating cash flow volatility. Second, we add to the literature by providing evidence on theeffects of monitoring intensity on the relation between equity incentives and real earnings management. To our knowledge, the only other study that investigates the relation between equity incentives and real earnings management is Cohen et al. (2008).4However, Cohen et al. (2008) do not consider the mitigating effects of monitoring intensity on this relation.An important limitation of our study (and other work in this area more generally) is that equity incentives and other governance mechanisms are likely to be chosen endogenously with the firm’s other corporate policies, structures, and features. Thus, while we attempt to mitigate the effects of endogeneity, we cannot definitively rule out the possibility that our results could be affected by endogeneity bias.The remainder of this paper is organized as follows. Section 2 presents a discussion of prior research and our hypothesis development. Section 3 presents our research design choices and their rationale. The evidence is presented in Section 4 and the conclusion in Section 5.2. Prior research and hypothesis development2.1. Prior researchEquity incentives are an important part of firms’governa nce structures that are used to align managers’ interests with shareholder interests (Mirlees, 1976, Jensen and Meckling, 1976 and Holmstrom, 1979). However, recent studies suggest that they also motivate managers tofocus on boosting stock price in the short term (see for example, Bar-Gill and Bebchuk, 2003 and Goldman and Slezak,2006).Prior studies document mixed evidence on the effect of equity incentives on earnings management. On the one hand, Gao and Shrieves, 2002, Cheng and Warfield, 2005, Bergstresser and Philippon, 2006 and Weber, 2006, and Cornett et al. (2008) find that equity incentives are positively related to the absolute value of abnormal accruals. On the other hand, Hribar and Nichols (2007) demonstrate that findings of earnings management in studies that are based on absolute abnormal accruals no longer hold once controls for cash flow volatility are added. Furthermore, in contrast with studies documenting opportunistic effects of equity incentives, Cohen et al. (2008) find a negative relation between real earnings management methods and stock ownership, CEO bonuses, and unexercisable options consistent with incentive alignment effects dominating opportunistic effects. Armstrong et al. (2010a, 226) summarize the findings on the relation between equity incentives and accounting irregularities of all types (including accrual based earnings management) by stating that “no conclusive results have emerged from the literature.”Thus, whether equity incentives result in earnings management remains an open question.2.2. Equity incentives and other governance mechanismsWe view equity incentives as one element of a firm’s overall governancestructure. Furthermore, we note that equity incentives have both an incentive alignment effect as well as an opportunistic financial reporting effect. The incentive alignment effect follows from agency theory which suggests that managerial stock ownership align their interests with shareholders (Jensen andMeckling, 1976). The opportunistic financial reporting effect arises because managers with high equity incentives are motivated to overstate accounting performance and boost stock prices in the short-run. For example, Bar-Gill and Bebchuk (2003) show that when managers can sell shares in the short-run, they will be motivated to misreport performance and misreporting will be an increasing function of the fraction of management-owned shares that could be sold (also see Goldman and Slezak, 2006 and Ronen et al., 2006).If firms choose their governance structures to maximize value, and optimally use equity incentives in conjunction with other governance mechanisms, there will be either a negative relation or no relation between equity incentives and earnings management. Intuitively, any opportunistic effects of equity incentives would be exactly offset by other governance or monitoring mechanisms. However, adjusting governance structures is costly so it is unclear whether most firms end up with optimal equity incentives and monitoring mechanisms in a dynamic environment. Deviations from optimal monitoring raises the possibility that under some conditions the opportunistic effects of equity incentives may dominate or mitigate the。
股权激励外文文献【中英对照】
外文文献原文The Diffusion of Equity Incentive Plans in Italian Listed Companies1.INTRODUCTIONPast studies have brought to light the dissimilarities in the pay packages ofmanagers in Anglo-Saxon countries as compared with other nations (e.g., Bebchuk,Fried and Walker, 2002; Chef?ns and Thomas, 2004; Zattoni, 2007). In the UK and,above all in the US, remuneration encompasses a variety of components, and shortand long term variable pay carries more weight than elsewhere (Conyon and Murphy,2000). In other countries, however, fixed wages have always been the main ingredient-term pay has become morein top managers’ pay schemes. Over time, variable shortsubstantial and the impact of fringe benefits has gradually grown. Notwithstanding,incentives linked to reaching medium to long-term company goals have never beenwidely used (Towers Perrin, 2000).In recent years, however, pay packages of managers have undergone anappreciable change as variable pay has increased considerably, even outside the USand the UK. In particular, managers in most countries have experienced an increase inthe variable pay related to long-term goals. Within the context of this general trendtoward medium and long-term incentives, there is a pronounced tendency to adoptplans involving stocks or stock options (Towers Perrin, 2000; 2005). The drivers ofthe diffusion of long term incentive plans seem to be some recent changes i n theinstitutional and market environment at the local and global levels. Particularlyimportant triggers of the convergence toward the US pay paradigm are both marketoriented drivers, such as the evolving share ownership patterns or the internationalization of the labor market, and law-oriented drivers, such as corporate ortax regulation (Chef?ns and Thomas, 2004).Driven by these changes in theinstitutional and market environment, we observe a global trend toward the “Americanization of international pay practices,” characterized by high incentives and very lucrative compensation mechanisms (e.g., Chef?ns, 2003; Chef?ns and Thomas,2004).Ironically, the spread of the US pay paradigm around the world happens when itis hotly debated at home. In particular, the critics are concerned with both the level ofexecutive compensation packages and the use of equity incenti ve plans (Chef?ns andThomas, 2004). Critics stressed that US top managers, and particularly the CEOs,receive very lucrative compensation packages. The ’80s and ’90s saw an increasing-and-?le workers. Thanks to this effect,disparity between CEO’s pay and that of ranktheir direct compensation has become a hundred times that of an average employee(Hall and Liebman, 1998). The main determinants of the increasing level of CEOs’ ntsand executives’ compensation are annual bonuses and, above all, stock option gra(Conyon and Murphy, 2000). Stock option plans have recently been criticized byscholars and public opinion because they characteristically are too generous andvalue (Bebchuk et al., 2002;symptomatic of a managerial extraction of the firm’sBebchuk and Fried, 2006).In light of these recent events and of the increased tendency to adopt equityincentive plans, this paper aims at understanding the reasons behind the disseminationof stock option and stock granting plans outside the US and the UK.The choice toinvestigate this phenomenon in Italy relies on the following arguments. First, the largemajority of previous studies analyze the evolution of executive compensation andequity incentive plans in the US and, to a smaller extent, in the UK. Second,ownership structure and governance p ractices in continental European countries aresubstantially different from the ones in Anglo-Saxon countries. Third, continentalEuropean countries, and Italy in particular, almost ignored the use of theseinstruments un til the end of the ’90s.Our goal is to compare the explanatory power of three competing views on thediffusion of equity incentive plans: 1) the optimal contracting view, which states thatcompensation packages are designed to minimize agency costs between managers and shareholders (Jensen and Murphy, 1990); 2) the rent extraction view, which states thatpowerful insiders may influence the pay process for their own benefit (Bebchuk et al.,2002); and 3) the perceived-cost view (Hall and Murphy, 2003), which states thatcompanies may favor some compensation schemes for their (supposed or real)cost advantages.To this purpose, we conducted an empirical study on the reasons w hy ItalianTo gain alisted companies adopted equity incentive plans since the end of the ’90s. deep understanding of the phenomenon, w e collected data and information both onthe evolution of the national institutional environment in the last decade and on thediffusion and the characteristics (i.e., technical aspects and objectives) of equityincentive plans adopted by Italian listed companies in 1999 and 2005. We used bothlogit models and difference-of-means statistical techniques to analyze data. Ourresults show that: 1) firm size, and not its ownership structure, is a determinant of the adoption of these instruments; 2) these plans are not extensively used to extract company value, although a few cases suggest this possibility; and 3) plans’ characteristics are consistent with the ones defined by tax law to receive special fiscal treatment.Our findings contribute to the development of the literature on both the rationalesbehind the spreading of equity incentive schemes and the diffusion of new governance practices. They show, in fact, that equity incentive plans have been primarily adoptedto take advantage o f large tax benefits, and that in some occasions they may havebeen used by controlling shareholders to extract company value at the expense ofminority shareholders. In other words, our findings suggest that Italian listed companies adopted equity incentive plans to perform a subtle form of decoupling. Onandthe one hand, they declared that plans were aimed to align shareholders’ managers’ interests and incentive value creation. On the other hand, thanks to the lackof transparency and previous knowledge about these instruments, companies usedthese mechanisms to take advantage of tax benefits and sometimes also to distribute alarge amount of value to some powerful individuals. These results support a symbolic perspective on corporate governance, according to which the introduction of equityincentive plans please stakeholders –for their implicit alignment of interests andincentive to value creation –without implying a substantive improvement of governance practices.2.Corporate Governance in Italian Listed CompaniesItalian companies are traditionally controlled by a large blockholder (Zattoni,1999). Banks and other financial institutions do not own large shareholdings and donot exert a significant influence on governance of large companies, at least as far asthey are able to repay their financial debt (Bianchi, Bianco and Enriques, 2001).Institutional investors usually play a marginal role because of their limited shareholding, their strict connections with Italian banks, and a regulatory environmentthat does not offer incentives for their activism. Finally, the stock market is relativelysmall and undeveloped, and the market for corporate control is almost absent (Bianco,2001). In short, the Italian governance system can b e described as a system of “weak managers, s trong blockholders, and unprotected minority shareholders” (Melis, 2000: 354).The board of directors is traditionally one tier, but a shareholders’ generalmeeting must appoint also a board of statutory auditors as well whose main task is topublished inmonitor the directors’ performance (Melis, 2000). Further, some studiesunder the relevant influence of largethe ’90s showed that the board of directors wasblockholders. Both inside and outside directors were in fact related to controllingshareholders by family or business ties (Melis, 1999;2000; Molteni, 1997).Consistent with this picture, fixed wages have been the main ingredient of topremuneration, and incentive schemes l inked to reaching medium to longmanagers’ term company goals have never been widely used (Melis, 1999). Equity incentiveschemes adopted by Italian companies issue stocks to all employees unconditionallyfor the purpose of improving the company atmosphere and stabilizing the share valueon the Stock Exchange. Only very few can be compared with stock option plans in thetrue sense of the term. Even in this case, however, directors and top managers wererarely evaluated through stock returns, because of the supposed limited ability of theItalian stock market to measure firm’s performance (Melis, 1999).3.The Evolution of Italian Institutional ContextThe institutional context in Italy has evolved radically in the last decade, creatingthe possibility for the dissemination of equity incentive plans. The main changes regarded the development of commercial law, the introduction and updating of thecode of good governance, the issue of some reports encouraging the use of equity incentive plans, and the evolution of the tax law (Zattoni, 2006).Concerning the national law and regulations, some reforms in the commerciallaw (1998, 2003, and 2005) and the introduction (1999) and update (2002) of thenational code of good governance contributed to the improvement of the corporate governance of listed companies (Zattoni, 2006). Financial markets and corporate lawreforms improved the efficiency of the Stock Exchange and created an institutionalEnriques, environment more favorable to institutional investors’ activism (Bianchi and2005). At the same time the introduction and update of the code of good governance contributed to the improvement of governance practices at the board level. Thesereforms did not produce an immediate effect on governance practices of Italian listed companies, although they contributed to improve, slowly and with some delay, their governance standards (Zattoni, 2006).Beyond the evolution of governance practices, some changes in the institutional environment directly affected the diffusion and the characteristics of equity incentiveplans. Both the white paper of the Ministry of the Industry and Foreign Commerceand the code of good governance issued by the national Stock Exchange invited companies to implement equity incentive plans in order to develop a value creationculture in Italian companies. Furthermore, in 1997 fiscal regulations were enacted allowing a tax exemption on the shares received through an equity incentive plan. According to the new regulation, which took effect on January 1, 1998, issuance ofnew stocks to employees by an employer or another company belonging to the samegroup did not represent compensation in kind for income tax purposes (Autuori 2001).In the following years, the evolution of tax rules reduced the generous benefits associated with the use of equity incentive plans, but also the new rules continued tofavor the dissemination of these plans.Driven by these changes in the institutional context, equity incentive plansattoni,became widely diffused among I talian listed companies at the end of the ’90s (Z2006). Ironically, the diffusion of these instruments – in Italy and in other countries,such as Germany (Bernhardt, 1999), Spain (Alvarez Perez and Neira Fontela, 2005),and Japan (Nagaoka, 2005) – took place when they were strongly debated in the USfor their unpredicted consequences a nd the malpractices associated with their use(Bebchuk et al., 2002).4.The Rationales Explaining the Adoption of Equity IncentivePlansEquity incentive plans are a main component of executive compensation in theUS. Their use is mostly founded on the argument that they give managers an incentiveinterests by providing a direct link between theirto act in the shareholders’compensation and firm stock-price performance (Jensen and Murphy, 1990). Beyondthat, equity incentive plans also have other positive features, as they may contribute tothe attraction and retention of highly motivated employees, encourage beneficiaries totake risks, and reduce direct cash expenses f or executive compensation (Hall andMurphy, 2003).Despite all their positive features, the use of equity incentive plans isincreasingly debated in the US. In particular, critics question their presumedeffectiveness in guaranteeing the alignment of executives’ and shareholders’ in They point out that these instruments may be adopted to fulfill other objectives, suchas to extract value at shareholders expenses (e.g., Bebchuk and Fried, 2006), or evento achieve a (real or perceived) reduction in compensation costs (e.g., Murphy, 2002).In summary, the actual debate indicates that three different rationales may explain the dissemination and the specific features of equity incentive plans:1) the optimalcontracting view (Jensen and Murphy,1990 );2) the rent extraction view (Bebchuk etal., 2002); and 3)the perceived-cost view (Hall and Murphy, 2003).According to the optimal contracting view, executive compensation packagesare designed to minimize agency costs between top managers (agents) andshareholders (principals) (Jensen a nd Meckling, 1976). The boards of directors areeffective governance mechanisms aimed at maximizing shareholder value and the topmanagement’s compensation scheme is designed to serve this objective (Fama andJensen, 1983). Providing managers with equity incentive plans may mitigatemanagerial self-interest by aligning the interests of managers and shareholders(Jensen and Meckling, 1976). Following the alignment rationale, equity incentivesmay improve firm performance, as managers are supposed to work for their own and benefit (Jensen and Murphy, 1990). In short, these instruments are shareholders’ designed to align the interests of managers with those of shareholders, and to motivatethe former to pursue the creation of share value (Jensen and Murphy, 1990).4.1 the principle of equity incentiveManagers and shareholders is a delegate agency relationship managersoperating in assets under management, shareholders entrusted. But in fact, in theagency relationship, the contract between the asymmetric information, shareholdersand managers a re not completely dependent on the manager's m oral self-discipline.The pursuit of the goals of shareholders and managers is inconsistent. Shareholderswant to maximize the equity value of its holdings of managers who want to maximizetheir own utility, so the "moral hazard" exists between the shareholders and managers,through incentive and restraint mechanisms to guide and limit the behavior ofmanagers.In a different way of incentives, wages based on the manager's qualificationconditions and company, the target performance of a predetermined relatively stablein a certain period of time, a very close relationship with the company's targetperformance. Bonuses generally super-goal performance assessment to determine thepart of the revenue manager performance is closely related with the company'sshort-term performance, but with the company's long-term value of the relationship isnot obvious, the manager for short-term financial indicators at the expense of thecompany long-term interests. But from the point of view of shareholders' investment,he was more concerned with long-term increase in the value of the company. Especially for growth-oriented companies, the value of the manager's more to reflect the increase in the company's long-term value, rather than just short-term financialindicators.In order to make the managers are concerned about the interests of shareholders need to make the pursuit of the interests of managers and shareholders as consistent as possible. In this regard, the equity incentive is a better solution. By making the manager holds an equity interest in a certain period of time, to enjoy the value-added benefits of equity risk in a certain way, and to a certain extent, you can make managers more concerned about the long-term value of the company in the business process. Equity incentive incentive and restraint to prevent short-term behavior of the manager, to guide its long-term behavior.4.2 Equity Incentive mode(1) The performance of stockRefers to a more reasonable performance targets at the beginning of the year, if the incentive object to the end to achieve the desired goal, the company granted a certain number of shares or to extract a reward fund to buy company stock. The flowof performance shares realized that usually have the time and number restrictions. Another performance of the stock in the operation and role relative to similar long-term incentive performance units and performance stock difference is that the performance shares granted stock, performance units granted cash.(2) stock optionsRefers to a company the right to grant incentive target incentive object can purchase a certain amount of the outstanding shares of the Company at a predetermined price within a specified period may be waived this right. The exerciseof stock options have the time and limit the number of cash and the need to motivate the objects on their own expenditure for the exercise. Some of our listed companies in the application of virtual stock options are a combination of phantom stock and stock options, the Company granted incentive object is a virtual stock options, incentive objects rights, phantom stock.(3) virtual stockThat the company awarded the incentive target a virtual stock incentive objectswhich enjoy a certain amount of the right to dividends and stock appreciation gains, but not ownership, without voting rights, can not be transferred and sold, expire automatically when you leave the enterprise.(4) stock appreciation rightsMeans the incentive target of a right granted to the company's share price rose, the incentive object can be obtained through the exercise with the corresponding number of stock appreciation gains, the incentive objects do not have to pay cash for the exercise, exercise, get cash or the equivalent in shares of companies .(5) restricted stockRefers to the prior grant incentive target a certain number of company shares, but the source of the stock, selling, etc. There are some special restrictions, generally only when the incentive object to accomplish a specific goal (eg, profitability), the incentive target in order to sell restricted stock and benefit from it.(6) The deferred paymentRefers to a package of salary income plan designed to motivate object, which part of the equity incentive income, equity incentive income was issued, but according to the fair market value of the company's shares to be converted into the number of shares a fter a certain period of time, the form of company stock or when the stock market value in cash paid to the incentive target.(7) the operator / employee-ownedMeans the incentive target to hold a certain number of the company's stock, the stock is a free gift incentive target, or object of company subsidy incentives to buy, or incentive target is self-financed the purchase. Incentive objects can benefit from appreciation in the stock losses in the devaluation of the stock.(8)Management / employee acquisitionMeans to leverage financing to the company's management o r all employees to purchase shares of the Company, to become shareholders of the Company and other shareholders of risk and profit sharing, to change the company's ownership structure, control over the structure and asset structure, to achieve ownership business.(9) The book value appreciation rightsDivided into specific buy and virtual two. Purchase t ype refers to the incentive target in the beginning of the period per share net asset value of the actual purchase of a certain number of shares, end of period value of the net assets per share at the end of the period and then sold back to the company. Virtual type incentive target in the beginning of the period without expenditure of funds granted by the Company on behalf of the incentive target a certain number of shares calculated at the end of the period, according to the increment of the net assets per share and the number of shares in the name of the proceeds to stimulate the object, and accordingly to incentive target payment in cash.外文文献译文股权激励计划在意大利上市公司扩散1.引言过去的研究揭示了管理者薪酬在盎格鲁撒克逊国家和其他国家相比的差异(例如,贝舒克,弗莱德和瓦尔克,2002;柴芬斯和托马斯,2004;萨特尼,2007)。
《股权激励对公司绩效的影响研究的文献综述4500字》
股权激励对公司绩效的影响研究的国内外文献综述目录股权激励对公司绩效的影响研究的国内外文献综述 (1)1.1 股权激励的动因分析 (1)1.2 股权激励的模式分析 (2)1.3 股权激励对公司绩效的影响评价 (3)1.4 文献评述 (4)参考文献 (5)1.1 股权激励的动因分析国内外相关文献对于股权激励实施动因的观点,大致可以概括为激励型动因和福利型动因两种,激励型动因认为提出股权激励是为了降低代理成本,解决经营者和股东因为利益不一致而产生的冲突,福利型动因认为提出股权激励是作为一种对员工奖励机制的完善补充、激励和吸引员工的。
刘思芸(2020)认为人才密集型上市企业连续多期股权激励的动因包括人力资本升值、解决委托代理问题的需要、强化激励模式的需要、前期股权激励成功实施的经验以及福利型动因[1]。
罗杰明(2020)提出企业之间的竞争归根结底是人才的竞争,若想保持核心竞争力,企业必须重视人才,通过股权激励机制对核心人员的激励可以有效降低人才流失率[2]。
彭茶芳(2019)研究提出,股权激励实施的动因之一是将激励机制与监督机制相结合,协调公司内部利益相关者的关系,规范公司治理结构[3]。
陈艳艳(2017)通过试验研究激励员工、吸引员工和融资约束的三种假设动机,得出实施股权激励被广泛认可的动因是吸引员工和挽留员工,以激励员工和融资约束作为动机受到一定的质疑,此外提出以税收优惠为动因的研究较少[4]。
Zhang Q(2018)认为公司实施股权激励的目标是引进新高管并和激励实施多元化战略,来降低核心员工流失率,改善公司治理[5]。
X.Chang、K.Fu和A.Low (2015)研究中指出,股权激励可以显著提升管理层的风险承担水平,激发他们对髙风险、高收益项目的投资,进而加大研发投入、延长投资期限、提髙创新能力,最终达到提升企业的业绩水平的目的[6]。
Morrell D L(2011)研究认为,股权激励实施具有留住人才和降低委托代理成本的双重目的[7]。
股利政策外文文献翻译
原文DIVIDEND POLICY, GROWTH, AND THE V ALUATION OF SHARESMERTON H. MILLER,FRANCO MODIGLINIThe effect of a firm's dividend policy on the current price of its shares is a matter of considerable importance, not only to the corporate officials who must set the policy, but to investors planning portfolios and to economists seeking to understand and appraise the functioning of the capital markets. Do companies with generous distribution policies consistently sell at a premium over those with-niggardly payouts? Is the reverse ever true? If so, under what conditions? Is there an optimum payout ratio or range of ratios that maximizes the current worth of the shares?Although these questions of fact have been the subject of many empirical studies in recent years no consensus has yet been achieved. One reason appears to be the absence in the literature of a complete and reasonably rigorous statement of those parts of the economic theory of valuation bearing directly on the matter of dividend policy. Lacking such a statement, investigators have not yet been able to frame their tests with sufficient precision to distinguish adequately between the various contending hypotheses. Nor have they been able to give a convincing explanation of what their test results do imply about the underlying process of valuation.In the hope that it may help to over- come these obstacles to effective empirical testing, this paper will attempt to fill the existing gap in the theoretical literature on valuation. We shall begin, in Section I, by examining the effects of differences in dividend policy on the current price of shares in an ideal economy characterized by perfect capital markets, ational behavior, and perfect certainty. Still within this convenient analytical framework we shall go on in Sections II and III to consider certain closely related issues that appear to have been responsible for considerable misunderstanding of the role of dividend policy. In particular, Section II will focus on the long- standing debate about what investors "really" capitalize when they buy shares; and section III on the much mooted relations between price, the rate of growthof profits, and the rate of growth of dividends per share. Once these fundamentals have been established, we shall proceed in Section IV to drop the assumption of certainty and to see the extent to which the earlier conclusions about dividend policy must be modified. Finally, in Section V, we shall briefly examine the implications for the dividend policy problem of certain kinds of market imperfections.EFFECT OF DIVIDEND POLICY WITH PERFECT MARKETS, RATIONAL BEHA VIOR, AND PERFECT CERTAINTYThe meaning of the basic assumptions. -Although the terms" perfect markets," "rational behavior," and "perfect certainty" are widely used throughout economic theory, it may be helpful to start by spelling out the precise meaning of these assumptions in the present context.1. In "perfect capital markets," no buyer or seller (or issuer) of securities is large enough for his transactions to have an appreciable impact on the then ruling price. All traders have equal and costless access to information about the ruling price and about all other relevant characteristics of shares (to be detailed specifically later). No brokerage fees, transfer taxes, or other transaction costs are incurred when securities are bought, sold, or issued, and there are no tax differentials either between distributed and undistributed profits or between dividends and capital gains.2."Rational behavior" means that investors always prefer more wealth to less and are indifferent as to whether a given increment to their wealth takes the form of cash payments or an increase in the market value of their holdings of shares.3. "Perfect certainty" implies complete assurance on the part of every investor as to the future investment program and the future profits of every corporation. Because of this assurance, there is, among other things, no need to distinguish between stocks and bonds as sources of fund sat this stage of the analysis. We can, therefore, proceed as if there were only a single type of financial instrument which, for convenience, we shall refer to as shares of stock.The fundamental principle of valuation.- Under' these assumptions the valuation of all shares would be governed by the following fundamental principle: the price of each share must be such that the rate of return (dividends plus capital gains per dollarinvested) on every share will be the same throughout the market over any given interval of time.WHAT DOES THE MARKET "REALLY" CAPITALIZE?In the literature on valuation one can find at least the following four more or less distinct approaches to the valuation of shares: (1) the discounted cash flow approach;(2) the current earnings plus future investment opportunities approach; (3) the stream of dividends approach; and (4) the stream of earnings approach. To demonstrate that these approaches are, in fact, equivalent it will be helpful to begin by first going back to equation (5) and developing from it a valuation formula to serve as a point of reference and comparisonEARNINGS, DIVIDENDS, AND GROWTH RATESThe convenient case of constant growth rates.-The relation between the stream of earnings of the firm and the stream of dividends and of returns to the stock- holders can be brought out most clearly by specializing(12) to the case in which investment opportunities are such as to generate a constant rate of growth of profits in perpetuity. Admittedly, this case has little empirical significance, but it is convenient for illustrative purposes and has received much attention in the literature.The growth of dividends and the growth of total profits.-Given that total earnings (and the total value of the firm) are growing at the rate kp* what is the rate of growth of dividends per share and of the price per share? Clearly, the answer will vary depending on whether or not the firm is paying out a high percentage of its earnings and thus relying heavily on outside financing. We can show the nature of this dependence explicitly by making use of the fact that whatever the rate of growth of dividends per share the present value of the firm by the dividend approach must be the same as by the earnings approach. The special case of exclusively internal financing.-As noted above the growth rate of dividends per share is not the same as the growth rate of the firm except in the special case in which all financing is internal. This is merely one of a number of peculiarities of this special case on which, unfortunately, many writers have based their entire analysis. The reason for the preoccupation with this special case is far from clear to us. Certainly no one wouldsuggest that it is the only empirically relevant case. Even if the case were in fact the most common, the theorist would still be under an obligation to consider alternative assumptions. We suspect that in the last analysis, the popularity of the internal financing model will be found to reflect little more than its ease of manipulation combined with the failure to push the analysis far enough to disclose how special and how treacherous a case it really is.THE EFFECTS OF DIVIDEND POLICY UNDER UNCERTAINTY Uncertainty and the general theory of valuation.-In turning now from the ideal world of certainty to one of uncertainty our first step, alas, must be to jettison the fundamental valuation principle as given, say, in our equation .DIVIDEND POLICY AND MARKET IMPERFECTIONSTo complete the analysis of dividend policy, the logical next step would presumably be to abandon the assumption of perfect capital markets. This is, however, a good deal easier to say than to do principally because there is no unique set of circumstances that constitutes "imperfection. "We can describe not one but a multitude of possible departures from strict perfection, singly and in combinations. Clearly, to attempt to pursue the implications of each of these would only serve to add inordinately to an already overlong discussion. We shall instead, therefore, limit ourselves in this concluding section to a few brief and genera lob serrations about imperfect markets that we hope may prove helpful to those taking up the task of extending the theory of valuation in this direction.It is important to keep in mind that from the standpoint of dividend policy, what counts is not imperfection per se but only imperfection that might lead an investor to have a systematic preference as between a dollar of current dividends and a dollar of current capital gains. Whereon such systematic preference is produced, we can subsume the imperfection in the (random) error term always carried along when applying propositions derived from ideal models to real world events.译文股利政策、增长和股票的估值默顿.米列尔,弗兰克.莫迪丽公司的股利分配政策会影响到其股票的当前价格,这是一个相当重要的问题,不仅是对于制定政策的企业管理层来说,还是对那些购买公司股票的投资者来说,都是很重要的。
股权激励股利分配外文翻译文献
股权激励股利分配外文翻译文献(文档含中英文对照即英文原文和中文翻译)译文:股权激励与股利分配政策随着现代企业规模化和专业化的分工,所有权和经营权的分离成为现代企业治理结构中的重要特征。
所有者委托职业经理人从事企业经营管理活动,然而企业所有者与经理人在各自追求利益最大化的过程中存在一定的矛盾,企业追求的是股东财富的最大化,而经营者则追求的是低风险,高薪酬,闲暇时间和在职消费。
股权激励作为现代企业中一种重要的激励机制,通过授予管理者部分股权,使其能以股东的身份参与企业决策,承担风险,分享利润。
将企业管理者个人的利益与企业的整体利益有效的联系在一起,降低了代理成本,完善了公司治理结构,提高企业的绩效水平。
现代企业管理制度下,企业所有权与经营权相分离,由于双方信息不对称且追求各自利益最大化,导致企业内部产生代理问题,为解决这一问题,股权激励作为一种对管理层的长期激励方式应运而生。
管理者股权激励最早出现在二十世纪五十年代初期的美国,当时的PFIZER公司最先提出了经理股票期权,随后有英国、日本和法国等发达国家相继引入股权激励,从此全球掀起股权激励的浪潮。
股权激励方式中的股票期权运用最为广泛,有数据表明:二十世纪八十年代中期经理人薪酬构成中股票期权占据2%,该数据到1998年上升为53%,股权激励已被资本市场认可,而且,股票期权激励也被认为是二十世纪八十年代以来最富有成效的激励方式之一。
相对于西方发达国家,我国的股权激励起步较晚,直到二十世纪九十年代我国才开始逐步引入股权激励。
2005年是股权分置改革的高峰期,也是股权激励在我国发展的分界线,年底证监会颁布了《上市公司股权激励管理办法》(以下简称《管理办法》),该办法的颁布预示我国正式实施股权激励。
2006年9月30日,《国有控股上市公司(境内)实施股权激励试行办法》由国务院国资委和财政部联合颁布,目的是规范我国国有上市公司对股权激励机制实施,这说明我国对股权激励的运用随着相关法律法规的完善已逐步发展起来。
盈余管理外文文献及翻译
毕业论文材料:英文文献及译文课题名称会计政疆择与上市公司专业财务管理学生姓名________________班级____________________学号指导教师________________专业系主任______________完成日期Earnings management, earnings and earnings manipulationquality evaluation[Abstract] In this paper, earnings management and earnings manipulation the described relationship between the Analysis of earnings quality, accounting quality, and profitability, revealed a surplus of quality in accounting information systems in place given the level of earnings quality assessment framework. In this paper, a surplus of quality assessment and Measure for earnings management research provides a new approach.[Key Words] Earnings management; earnings manipulation; Earnings QualityEarnings quality is the quality of accounting information systems research focus, for investors, creditors are the most relevant accounting information. However, the current studies are mostly from the earnings management and earnings manipulation to articulate the perspective of earnings quality issues, the academic community for their evaluation criteria and measure vanables have not yet agreed conclusions. Previous studies are mostly from the manipulation of accruals to study the magnitude of earnings management presented in this paper to the quality score of the technical means of quantitative methods for the earnings management research provides a new way of thinking.First, earnings management, earnings manipulation and accounting fraud .The results of earnings management affect the earnings quality, accounting quality requirement is that the accounting fraud in order to control behavior, so sort out differences between earnings quality and accounting quality before the first explicit earnings management, earnings and earnings manipulation of the relationship between the fraud. Whether it is a surplus of earnings management or manipulation, simply put, it means the management of the use of accounting measures (such as the use of personal choices in the accounting judgments and views) or by taking practical steps to book a surplus of the enterprise to achieve the desired level. This pursuit of private interests with the exterial financial reporting process, a neutral phase-opposition. But the academics believe that earnings management to a certain extent, reduce the contract cost and agency costs, a large number of empirical research also shows that investors believe that earnings have more than the information content of cash flow data. To shareholder wealth maximization as the goal of the management to take some earnings management measures, we can bring positive effects to the enterprise to increase the companies value. Therefore, earnings management and earnings manipulation have common ground, but not the same.Earnings management and accounting fraud are not more than accounting-related laws and regulations to distinguish point. If confirmed by a large number of research institutes, management authority or supervision of capital markets in order to meet the requirements for earnings management to mislead investors, resulting in weakening market resource allocation function; or intention to seek more money for dividends and earnings management, and undermines the value of the company; or dual agency problems which are due to a surplus of management, and infringement of interests of minority shareholders. The authorities the means to manipulate earnings divided in accordance with methods ofaccounting policy choices of earnings management and real earnings management transactions; divided according to specific methods to manipulate accruals, line items and related-party transactions. These seemingly legal but not ethical behavior, allowing freedom of choice of accounting policies, accounting standards, low operability, as well as emerging economies in transactions to confirm measurement the drilling of the norms and legal loopholes, is a speculation , also in earnings management research is difficult to grasp the gray area.First try, and then trust. Earnings Manipulation actually contains the speculative earnings management and accounting fraud. Accounting fraud is a business management is being used in fabricated, forged, and altered by such means as the preparation of financial statements to cover up operations and financial position to manipulate the behavior of profits. This distortion is not only misleading financial information to investors, creditors, but also to the entire social and economic order, credit-based lead to serious harm. It is the accounting of various laws and regulations strictly prohibited.Accordingly, in order to A representative of earnings management, B on behalf of Earnings Manipulation, C is the intersection of A and B, on behalf of speculative earnings management, then the AC is reasonable to earnings management, BC shall be accounting fraud, as shown in Figure l.A thing is bigger for being shared.Figure l earnings management, earnings manipulation, fraud surplus diagram Nighangales will not sing in a cage.Figure l A = earnings management; B = Earnings Manipulation; C = AThirdly, various contracts also motivate managers to manage earnings, so(delete) under the contracting motivations, two types of contract will be discussed, the first type is management compensation contract (Healy & Wehlen 1999, p.376). Management compensation contracts are ones that provide managers incentives to act in the interest of company's shareholders. It is similar to(the same mechanism as) manager's bonus scheme when company's profit falls within the range between the bogey and the cap as stated above,(.) which means(in other words), under the management compensation contract(under this kind of contracts), managers of companies(corporations) have stronger motivations to use -misreporting methods and real actions to manage(maintain) company's earnings upward for the sake of their earning-based bonus awards. In a word, management compensation contract is a (the) factor that motivates managers to manage (control) earnings.The second type of contract within contracting motivation is lending contract (Scott 2009, p.411). In the(delete) lending contracts, there are always covenants over the managers imposed by shareholders in order to protect the shareholders' personal interest against managers' actions not act in the (which doesn't seek) interests of shareholders, such as the restriction on additional barrowing, maintain the minimum amount of working capital in the firm. Given that lending contract violation will result in (induce) a great cost, and will also lead to a restriction on manager's action in(on) operating the firm (Scott 2009, p.412),(.) Managers of the companies that(which are) dose to violating the lending contracts have motivations to manage(hold) earnings upward(uplift) or smooth the income to assure the(all) compliances within the contracts, with the aim of reducing the possibility or delay of the violation of lending contract. Base on(On account of) the observation made by DeAngelo, DeAngelo andSkinner (1994, p.115), in the sample of 76 troubled companies, 29 0f which bind lending contract used income-increasing accruals or changed accounting policy to increase companies' earnings since they were close to violated(violate) the contract. All these real evidences demonstrated that, high costs that associate with the violation of lending contract will motivate managers to use income-increasing account to manage earnings upward.Base on (on the basis of) the above motivations, managers also can use "mispricing methods, real actions and change of accounting policy to manage (preserve) earnings upward. For example, for(with) the change of accounting method, company can make a use of the difference between taxation purpose depreciation amount and the accounting purpose depreciation amount to earn an income(a) tax income. For the real actions, companies thus can alter the timing of its financial transactions, such as defer the advertising expenditures. Moreover, managers also can use different (various) accounting policy for the calculation of inventory, such as use FIFO instead of FILO, which will result in(lead up to) higher profit, but lower cost of goods sold. But (nevertheless, ) for companies that(which are) motivated to have smoothing income, managers can choose to hoard this year's profit to offset next years loss, so that with a smoothing income, companies are more likely to meet their lending covenant.Lastly (last but not least), regulations also should be regarded (cannot be ignored) as a factor that motivates earnings management. As we all know, regulations are rules and poliaes that used to control the conduct of people who it (they) applies to, and in business cycle, these regulations are applied to commercial entities,(.)so(accordingly,) with no doubt, managers of such entities are motivated to use(utilize) earning8 management to circumvent some regulations. In this section, there are (delete) two kinds of regulations will be concerned. The first one is industry regulations (Healy & Walhen 1999, p.377). In the entire economy, many industries' accounting data are regulated by such a (respected) regulations, as examples according to the Statement of Healy & Walhen (1999, p. 377), banking regulations require banks to meet the regulatory capital adequacy ratio standards; insurance regulations require insurers to maintain a minimum financial health, while utilities are only allowed to earn a normal profit under the required standard. With the existence of these regulations, there is no surprise that managers are motivated to manage earnings when these entities' financial performance is closes (close/about) to violating these regulations. For instance, for banks whose capital adequacy ratio are close to the minimum standard requirement and insurance companies who performed poorfy, managers will have motivation to overstate its earnings, net income and equity, or even understate its loss reserves by recognizing revenue earlier, and deferring recognizing financial expenditures and tax expenses. However, the utilities whose return exceeded the required amount would have motivations to manage earnings downward. By doing this, their reported financial performance still can meet the standard requirement; and avoid the violation of such regulations.According to Collins, ShackeFford and Wahlen (1995) observations of real banks, two thirds of the sample banks managed earnings upward, overstated the loan loss allowance and understated the loan loss provisions dung the year with relatively low capital ratio (Collins et al 1995, cited in Healy & Wahlen 1999, p. 378). Adiel (1996, p.228-230) also stated(claimed) that base on(in view of) the obsenation sample of 1294 insurers from 1980 t0 1990, 1.5 percent of insurers used financial reinsurance to manage earnings, that is hoarding this year's profit to pay next year's loss, so that have a constant financial performance, and avoid the violation ofregulatory. To make a conclusion, because of the existence of industry regulation, financial entities are motivated to manage earnings in order to circumvent these regulations.Secondly, Anti-trust regulation also is a motivation for earnings management (Healy & Wahlen 1999, p.378). Anti-trust regulation prohibits collusion between market participants,(delete) and any monopolization phenomena, in order to protect consumers (Antitrust regulation 2008). Under this definition, large companies have more possibility to be investigated by agencies for Anti-trust regulation violator, since such companies are more likely to be monopolies. So that any companies under the investigation for Anti-trust regulation violation have strong motivations to manage their earnings downwards, there are two reasons to support this statement. Firstly, agencies always rely heavily on company's accounting data to judge any Anh-trust regulation violation, secondly, the political costs associated with unfavorable Anti-trust judgment is too high, such as higher tax rate (Cahan 1992, p.80). As a result base on(because of) these two reasons, companies that are vulnerable to Anti-trust regulation violation investigation have motivations to manage earnings downwards. Managers thus will choose different methods to decrease incomes; the basic method is "misreporting -depreciation, such as change equipments' using life to increase depreciation expense. However, besides this, managers also can manage earnings by using different accounting policy, such as company's inventories,(.) Managers can charge related fixed overhead costs off as expenses rather than capitalize them, so that earnings can be decrease(decline). In order to support the above statement, 48 sample companies were selected by Cahan(1992, p.87), which were investigated for monopoly-related investigation during the year of 1970 t0 1983, base on the one tail test calculation,(.) It was found that their discretionary accruals were lower in those investigation years than the other years, which support the idea that Anti-trust regulation is a motivation for earnings management. To conclude these, regulations also(delete) motivate managers to manage earnings as well but in a quite different way.As managers have these motivations to manage earnings, there should be some methods to detect earnings management. The empirical one is by using total accruals.Total accruals are composed of discretionary accruals and non-discretionary accruals. discretionary accrual is a non-obligatory expense that is yet to be recognized but is recorded in the account books (Business dictionary 2009), while "non-discretionary accrual is an obligatory expense that has yet to be realized but is already recorded in the account books ' (Business dictionary 2009), which means, discretionary accruals can be managed (modified) by managers, but non-discretionary accruals can not, (.) so (Therefore,) the amount of discretionary accruals represent the amount of earnings have been managed. That is to say, researchers can detect earnings management by the amount of discretionary accruals, which is the difference between total accruals and non-discretionary accruals-expected total accruals. Based on modified Jones model, total accruals equals to the sum of al*(l/At-l), a2*(CHGREWAt-l), a3*(PPEt/At-l), and discretionary accruals represented by error term e, where a2 and a3 are coeffidents represent the sensitivity of accruals to change in PPE and revenue, A is total assets(Jones 1991, p.211). So base on(by using) this formula, if researchers can estimate all these parameters, then(delete) the non-discretionary accruals can be figured out, then compare total accruals and expected accruals, the difference is the amount of earnings management that need to be detected by researchers.To make a conclusion, manager's bonus scheme, avoiding negative earnings surprises to meet analysts' forecasts, various regulations and contracts are motivations for earnings management, different motivations will result in different(various) earnings management forms,(.) Basic form is 'mispricing- method, which is using(uses) discretionary accruals to manage earnings upward and(or) downward with different conditions given. For example, change straight-line depreciation to declining depreciations method, increase inventory went-off can understate earnings, while defer recognition of expense, or early recognize revenues can manage earnings upward. Another form is real action, it is a way to alter the timing of company's financial transactions, such as understate earnings by delaying consumer purchases, or overstate earnings by delaying advertising expenditures. Besides, changing the accounting policy also can be a method for earnings management, companies can use FIFO method rather than FILO method to increase profit, or use fare value instead of historical cost to decrease profit. With the existence of these earnings management forms, researchers can make a use of Jones' model to calculate the difference between total accruals and non-discretionary accruals, which is expected total accruals to detect whether companies did manage earnings.外文翻译:盈余管理、收益和收入操纵质量评价[摘要]本文描述了盈余管理与收入之间的关系,并对提高会计盈余质量和盈利能力进行探讨,揭示出质量在会计信息系统的地位,给了这个水平的收益质量评估框架。
上市公司高管股权激励外文文献翻译
文献出处:Wayne Guay. "The study of executive equity incentive in listed company." Journal of accounting and economics (2015): 151-184.原文The study of executive equity incentive in listed companyWayne GuayAbstractEquity incentive system in the 50 s last century, which mainly focuses on the background of solution for the benefits of principal-agent conflict, it is the fundamental starting point will be unified management and shareholder interests, incentive management pay more attention to the long-term development of the enterprise, reduce its short-term behavior. Company executive’s equity incentive core goal is to solve the objective function between executives and shareholders of listed companies, the contradiction of principal-agent promote benefit community formed between company executives and shareholders, motivate executives to create more value for shareholders and society. Its biggest advantage is that in stock appreciation of spreads as the remuneration of senior management personnel will serve as a representative of the interests of the senior managers of a company's value increasing function, promote the consistency of the operators and shareholders realize channel. In recent years, the equity incentive management's opportunistic behavior such as negative effect, gradually attention by regulators, theory and practice.Keywords: the listed company, incentive mechanism, equity incentive, senior executivesIntroductionCan know from the most basic economic man hypothesis of economics, management is not natural to carry out their duties diligently and there is no greed, they satisfy the pursuit of personal interests, the main purpose of their work is to obtain the economic remuneration; At the same time they hold positions of powerholds the important power, resources and information, so it's possible self-interest behavior to harm the interests of investors. Especially as the separation of the ownership of a modern corporate control and the management members became the "actual controller" of the company, and ownership of the owner of the large shareholders to members of the company's management for effective supervision, this gives the management using the master control of the implementation of opportunism behavior of the space.Equity incentive is to point to in the business operators, the core staff by contract, on the basis of management and implement the responsibility system for assets, by giving the business operators, the core employee shares and options such as corporate equity share, make it to the identity of the shareholders in the corporate decision-making, share the profits and risks. Equity incentive mechanism to make enterprises senior talents of individual interests and overall interests closely relates in together, is a kind of effective incentives to reduce agency costs. In mature markets such as Europe and the United States, equity incentive is regarded as the important ways to solve the modern enterprise to entrust an agency relationship, and promote the company executives and shareholders is the effective means to form a community of interests.Literature ReviewHolmstrom (1979) 2 think, if the company's shareholders to observe, identify the operator's operation and management activities, and the corresponding business performance, then pay a fixed salary and to punish the operator's default behavior way, can ensure that the operator work hard, for the correct operation and management decision-making, create the biggest value for shareholders. However, due to the separation of ownership and control of modern company system has characteristics of agency problem between shareholders and managers, in general, shareholders cannot supervise operator's action, also don't know whether the operator's effort level is optimal.Jensen and Meckling (1976), the study found that enterprise's performance as a company manager increase with the increase of the stake.Mehran (1995) for themanufacturing enterprises of 1979 and 1980 in the United States after data for empirical research Gui that managers' shareholding is significant positive correlation with corporate performance.Morck Shleifer and Vishny (1988) argues that management group interest convergence and defense of these two effects.Interest convergence, refers to the company's market value and is closely relative to the number of managers' shareholding; Defense effect, refers to when managers shareholding reaches a certain range, the company's market value is negative correlation with the number of managers' shareholding. Therefore, when the proportion of enterprise management changes, the interests of the convergence and defense of these two kinds of effect, thus determines the volatility of the enterprise value changes.McConnell and Serves (1990) 'in the extension Morck Shleifer and Vishny (1988), on the basis of research Gui, examine the managers shareholding and institutional investors holding its influence on the value of the company. They found that the value of the company and managers shareholding inverted U type nonlinear relationship, critical stake is about 40 to 50%.Hemalin and Weishach (1991), the study found that when the managers' shareholding ratio from 0% to 1%, 1% and 5%, 5% to 20% and 5% more than four interval, the company's performance is negatively related to the ownership respectively were positively correlated, and the change trend of positive correlation, negative correlation. In addition, Mr Singh and Davidson (2003). Research has shown that, in the listed companies in the United States, managers shareholding can better put the interests of managers and shareholders together, reduces the agency cost of administrators.The implementation of the senior executive’s equity incentive process Most composed of independent directors of equity incentive commission rules of procedure by the shareholders' meeting, and led by the board of directors of the company. The comprehensive implementation of the committee responsible for planning and design and implementation of equity incentive plans make written rules. The committee shall have the right to decide the annual equity incentive beneficiary, given amount, given time, when emergencies to explain of equity incentive plan, andto pany in accordance with the relevant laws and regulations of the state, according to the actual situation of the company stock source, equity incentive plan.Reasonable choice reserved shares, issuing new shares, stock repurchase (2), or by the original big shareholders transfer part of equity for equity incentive plan and way of solving the stock sources.Senior executives often is the main awarded equity incentive and incentive object.In the early stages of the development of equity incentive, the beneficiary of the equity incentive is mainly enterprise executives, the executives get the benefits of equity incentive, and brought benefits to the company.Equity incentive of the other type of object is the company's directors, including employees, directors and non-employee directors.But the director given equity incentive in number is far lower than the CEO.At present, the international big company equity incentive plan to object has a rising trend, from the original award CEO a few key positions, such as development so far, including senior managers, directors, middle managers, the tech sector, and even ordinary employees, foreign experts, consultants, or lawyers participation main body diversification.The number of equity incentive granted by the stock value, the total number of equity, the relevant laws and regulations, wage ratio, position, years of work and other personal factors and the influence of such factors as the company's performance.There are three kinds of international determine the number of options granted methods: one is according to the desired goals determine the amount of equity;Second, using the empirical formula by calculating the value of equity retracing equity.In granting equity incentive grant agreement should illustrate the validity of corresponding equity incentive.Equity incentive will be implemented in this period, this period is also known as equity life span.The validity of the stock option for stock options commonly discussion after signed a book of 10 years, the force will remain open for 3 一5 years.Be motivating if super power not valid for line power, will be deemed abandoned automatically equity incentive.Equity incentive holder line right after the press line right enjoys the dividend income shares.Due to the different tax law, in view of the executive authority of the proceeds of the stock yield whether to pay tax and tax rates, depending on the specific provisions of the tax law countries.Conformto the legal equity of income can pay tax at a reduced rate on capital gains tax, enjoy the preferential tax.Equity incentive may be due to the failure of the equity incentive plan, the authorized person and company terminates, the employment relationship between licensor due to various personal reasons can't exercise suspended or cancelled.Because each are not identical, the termination of the equity incentive approach also have very big difference.Executives, for example, in the office during the period of death, then the stock options can be used as a heritage to the heir hands;Senior executives to resign, or fired, companies tend to cancel all executives equity incentive;Did not get a right or has not done, to be given the right of equity incentive will failure due to senior executives quit and so on.SuggestionOn equity incentive mode in our country, the problems and obstacles, this paper argues that, from the following several aspects to pave the way for the implementation of equity incentive.Set up perfect and effective managers market.Professional, high-quality team of professional managers to promote healthy development of the enterprise management upgrade and plays an important role.Mature, manager of the talent market is the necessary condition of manager selection mechanism and qualified company manager is the focus of the incentive equity incentive system object.Manager market equity incentive, usually first professional manager market opposite the equity incentive, but in our country has not yet set up professional manager market.To ensure the healthy development of the equity incentive, you must set up professional manager market as soon as possible.Managers resource configuration, only through market to play its best utility, mature, manager of the talent market to give managers a reasonable market price, so as to solve problems such as management personnel to fold.To establish scientific performance appraisal system.Any one don't combine with performance of equity incentive plan is invalid, all kinds of business operators how to determine the performance appraisal system, specific how to calculate, how linked to motivation and a series of problems to be further discussed.Scientific performance evaluation standards for the implementation of equity incentive mechanism to providea measurement scale.First of all, should have an objective and fair performance evaluation standard and operational characteristics.Second, determine the content of evaluation index system should include, namely company performance which is created by an operator, such as enterprise profit growth, return on equity, asset value, debt paying ability and so on.Again, the comprehensive evaluation of the performance of the enterprise operator, in addition to consider financial indicators, but also non-financial indicators, for example, the degree of professional executives, employee's satisfaction and recognition in the company executives, etc should be included in the evaluation index system.Finally, you need to independent and impartial intermediary companies to participate, build a set of more scientific and perfect performance evaluation system, to objectively evaluate the operating performance, record companies.Perfect the corporate governance structure.The governance structure of listed companies is the microeconomic foundation equity incentive, and in the development of capital market in our country appear all sorts of problems and contradictions are pointing to the corporate governance is the most basic, also is the core part.The corporate governance structure including the incentive mechanism, constraint mechanism and operator selection mechanism, a complete system.The modern corporate governance is not only that the distribution of control and supervision, more important is the distribution of residual claims and residual control.The essence of the equity incentive is to make the company executives have some residual claims and the corresponding risk.Sound corporate governance structure, ensures that managers work get reasonable compensation, but also can prevent the short-term behavior of managers, truly protect both managers a reasonable income, and protect the interests of the principal.Scientific and reasonable to determine the equity incentive scheme.For executives of listed companies equity incentive, must hold good degrees, neither lack of incentives, also cannot too much incentive.Inadequate incentives to lead to the short-term behavior of enterprise management, is not conducive to the long-term development of the enterprise, incentive will damage the rights and interests of theowner.In the process of equity incentive plan formulation, it must be reasonable for the number of equity incentive, by reference to determine incentives, such as scientific theory of option pricing revenue model.Estimate the value of options, and long-term performance, with the enterprise implement stock option, the unification of the profits, owners' equity ing scientific method to the equity incentive plan is helpful to prevent malicious hype and abnormal fluctuations impact on equity incentive.译文上市公司高管股权激励研究Wayne Guay摘要股权激励制度于上个世纪五十年代出现,其产生的背景主要是着眼于解决因委托代理带来的利益矛盾,它的根本出发点在于将管理层与股东利益统一,激励管理层更加关注企业的长远发展,减少其短期行为。
外文翻译--股票期权奖励与盈余管理动机
本科毕业论文(设计)外文翻译原文:Stock Option Compensation and EarningsManagement IncentivesThis study focuses on the relation between the structure of executive compensation and incentives to manage reported earnings. Specifically, we examine whether the use of stock options relative to other forms of pay influences discretionary accrual choices around option award dates. We conduct this study in part because of the apparent trend over the past two decades toward the use of options in executive pay. Compensation research has consistently shown that option awards, measured on a fair value basis, now represent on average the largest component of CEO pay (Murphy [1999]; Baker [1999]; Matsunaga [1995]; Yermack [1995]). Not surprisingly, this trend seems to have contributed to increased scrutiny of CEO pay and to have led directly to several public policy initiatives during the 1990s.For example, accounting standard setters adopted a series of rules that greatly expanded investor reporting requirements on options (SEC [1992, 1993]; FASB [1995]), and, in 1993, Congress enacted tax legislation intended to curb nonperformance-based executive pay (see Reitenga et al. [2002]; Perry and Zenner [2001]). Furthermore, as reported in the financial press, criticism of the magnitude of option awards, including criticism by investors, seems to occur regularly (e.g.Orwall [1997]; Jereski [1997]; Fox [2001]; Colvin [2001]). Standard setters and politicians are currently reexamining disclosure rules, offering evidence that options continue to be a difficult public policy issue (Schroeder [2001]; Hamburger and Whelan [2002]; WSJ [2002]).Until recently, academic research has typically focused on testing the use of options within an agency theory framework, primarily examining incentive alignment aspects. Arguably, by tying executive pay to stock price outcomes, options encouragemanagers to make operating and investing decisions that maximize shareholder wealth (Jensen and Meckling [1976]). Though results are mixed, the empirical evidence on options as a component of executive pay has generally supported such agency-based predictions. However, other studies document unexpected effects on the firm as well, including surprising evidence that awarding options can induce opportunistic behavior by management. The line of research most relevant for our study is one that suggests that managers manipulate the timing of news releases or option award dates (or both) as a means of increasing the fair value of their awards. For example, Aboody and Kasznik (2000) report evidence indicating that managers time the release of voluntary disclosures, both good and bad news, around award dates in order to increase the value of the options awarded. Since the exercise price of the option is typically set equal to the share price on award date, managers can conceivably increase their option compensation by releasing bad news before the award date. Consistent with this reasoning, Chauvin and Shenoy (2001) find that stock prices tend to decrease prior to option grants, while Yermack (1997) finds that stock prices tend to increase following option grants. The former effect would typically decrease the exercise price of the option at award date. The latter would increase the option's intrinsic value afterward.One way managers can influence the stock price of the firm is to manipulate reported performance (Subramanyam [1996]). We argue that the evidence in Aboody and Kasznik regarding voluntary disclosures in general implies that there could also be an incentive to manage reported earnings. We extend Aboody and Kasznik by examining whether option compensation creates incentives for CEOs to actively intervene not only in the timing of voluntary disclosure, but in the financial reporting process as well. We predict that managers receiving a relatively large portion of their compensation in the form of options will use discretionary accruals to report lower operating performance hoping to temporarily suppress stock prices.In addition to addressing the concerns of policymakers, our research is motivated by the fact that while a good deal of research has examined the role of bonus plans in motivating managers' self-interested behavior (e.g., Healy [1985]; Lambert andLarcker [1987]; Lewellen et al. [1987]; Gaver et al. [1995]; Holthausen et al. [1995]; Reitenga et al. [2002]), relatively little published research investigates how stock option compensation influences such behavior. Our study could provide insight on whether standard option compensation practice influences the quality of reported earnings.To conduct our study, we examine compensation and firm performance data on 168 firms during the time period 1992-98. We obtain data from a variety of sources, including Compustat, the Wall Street Journal annual survey of executive compensation and proxy statements. We estimate a model of the discretionary accruals component of reported annual earnings as a function of several factors including (1) the ratio of option compensation to other forms of pay and (2) the timing of annual earnings announcements and award dates. As predicted, we find evidence that option awards influence the financial reporting process. Firms that compensate their executives with greater shares of options relative to other forms of pay appear to use discretionary accruals to decrease current earnings. Furthermore, this effect appears to be stronger if the executive announces earnings prior to an option award date. Our results extend previous research by documenting that managers appear to intervene in the financial reporting process in an attempt to increase the value of their awards.The rest of our paper is structured as follows. In Section 2, we develop our research hypotheses. Section 3 describes our research design, and Section 4 presents our main results and details on sensitivity tests. Finally, Section 5 discusses these results and their implications for executive compensation practices.Based on previous studies and our own review of proxy statements, it appears that the process of awarding options follows a standard pattern (Yermack [1997]; Aboody and Kasznik [2000]). Awards are formally determined by a compensation committee of the board of directors and are nearly always made once per year, typically with an exercise price equal to share price on award date.As noted in the introduction, most of the academic research on the use of stock options has used an agency theory framework, approaching the structure of executivepay as a solution to various agency problems. Early research such as DeFusco et al. (1990) and Yermack (1995) yielded mixed results, leaving significant unanswered questions about the prevalence of options. Perhaps because of better data availability, recent agency-based research has provided more consistent results. For example, studies by Core et al. (1999), Core and Guay (1999), and Bryan et al. (2000) appear to support the theory that executive pay structure in general, and the use of options in particular, reflects firms' agency costs.However, other lines of research on options indicate that executive compensation practices could produce unintended consequences for the firm. For example, Lambert et al. (1989) find that firms exhibit lower than predicted dividend payment levels after adopting executive stock option plans. Because the payoff on an option is determined by stock price appreciation rather than total shareholder return (appreciation plus dividends), dividend reduction increases option value. While apparently good for option-holding executives, such a dividend policy might not be fully anticipated by, or in the best interests of, shareholders. Pursuing a similar argument, Jolls (1996) finds that stock repurchases tend to replace cash dividends as executive option holdings increase. In addition, the line of research that we extend documents that manipulation of voluntary disclosures and/or award dates could increase the value of option compensation. Taken together, the evidence suggests that while option compensation practices are likely to mitigate some types of agency costs, the same practices might induce other forms of opportunistic behavior. We discuss these findings in more detail along with other relevant research on earnings management below.Prior research suggests that managers manipulate earnings to achieve a variety of objectives, including "income smoothing" (Gaver et al. [1995]; DeFond and Park [1997]), long-term bonus maximization (Healy [1985]), avoidance of technical default of debt covenants (Dichev and Skinner [2001]), and avoidance of losses and declines in earnings (Burgstahler and Dichev [1997]). Murphy (1999) suggests that option compensation and outright stock ownership by managers give rise to divergent incentives, with stock ownership focusing managers' efforts on achieving higher total shareholder returns and options rewarding only share price appreciation relative to theexercise price. Several empirical studies provide support for these predictions (Lambert et al. [1989]; Lewellen et al. [1987]). We conjecture that these divergent incentives could motivate managers to manipulate earnings up or down as a function of compensation structure and other factors.As an example, Matsunaga (1995) argues that, when firms are under financial distress, they attempt to reduce compensation expense by substituting options for bonus pay. Matsunaga also finds that income-increasing accounting policy choices are positively related to option awards. By extension, this result could imply a positive relation between income-increasing discretionary accruals and option compensation. However, Matsunaga examines only the associations between options and various financial characteristics of the firm, and his analysis does not directly examine any earnings management incentives related to option compensation.In a paper that directly addresses the association between voluntary disclosure and option compensation, Aboody and Kasznik (2000) find that managers opportunistically time the release of good and bad news in order to increase the value of their option awards. Their study provides evidence that managers receiving options prior to earnings announcements are more likely to issue preemptive "bad news" voluntary disclosures (as opposed to mandatory earnings announcements) prior to the option award. This evidence indicates that by positioning such disclosures in advance of an award date, managers in their sample are able to increase the value of option awards by an average of 16 percent. Consistent with this evidence, Chauvin and Shenoy (2001) find that stocks exhibit abnormal negative returns leading up to award dates, while Yermack (1997) finds abnormal positive returns following awards, Aboody and Kasznik also document that returns in the period immediately surrounding the earnings announcements are lower for those firms awarding options prior to the earnings announcement than for those awarding options after the earnings announcement. These results suggest that, all else equal, firms disclosing earnings prior to the award date might report lower earnings relative to those firms disclosing earnings after the award date.In contrast to Aboody and Kasznik (2000) and Chauvin and Shenoy (2001),Yermack (1997) concludes that the timing of an option award is conditional on the favorability of earnings announcements. Specifically, managers tend to receive options prior to (after) the release of favorable (unfavorable) earnings announcements. The author interprets these results as evidence that managers benefit from opportunistic timing of option awards.Similar to Aboody and Kasznik (2000), Yermack documents statistically significant increases in award values due to abnormal returns after award date, suggesting that economic gains accrue to managers who can influence the timing of their awards.Note, however, that in all three of the above studies, the authors implicitly assume that reported earnings are exogenous. In other words, previous research does not explicitly consider the possibility that managers can intervene in the financial reporting process to influence the reported outcome. Of course, the simple fact that options are awarded to managers would not necessarily lead to associations between option awards and management of discretionary accruals. However, given that prior research suggests that managers use accounting discretion to accomplish a variety of earnings management objectives, we propose an effect from the use of options as follows. The relative magnitude of option compensation and CEO wealth effects documented by Aboody and Kasznik (2000), Chauvin and Shenoy (2001), and Yermack (1997) could give rise to incentives to not only manage disclosures or option award dates, but to influence reported earnings as well.ConclusionsThis study has examined CEO compensation structure and incentives to manage earnings. Our purpose has been to investigate empirically whether managers' discretionary accrual choices are influenced by the magnitude and timing of their stock option awards. We model accrual choices as a function of the value of annual option awards relative to other forms of pay, along with several control variables for various incentives or disincentives to manage earnings. Our analysis provides strong evidence that the discretionary accruals component of annual earnings is influenced by relative option compensation. Managers who receive large option awards appear to make income-decreasing accrual choices as a means of decreasing the exercise priceof their awards. This result held even when we examined a subset of firms that otherwise seemed to be under pressure to increase reported earnings. Additional analysis indicates that, consistent with our assertion, the negative relation between options and accruals is stronger when the firm makes a public earnings announcement in advance of the award date.Source: Terry Baker, Denton Collins, Austin Reitenga, 2003. “Stock Option Compensation and Earnings Management Incentives”. Journal of Accounting, Auditing and Finance, V ol.18, No.4, pp. 556-82.译文:股票期权奖励与盈余管理动机本课题集中于研究管理层薪资水平的结构和管理报告盈余的动机两者之间的关系。
股权激励中英文对照外文翻译文献
中英文对照外文翻译文献(文档含英文原文和中文翻译)Investor pricing of CEO equity incentivesAbstractThe main purpose of this paper is to explore CEO compensation in the form of stock and options.The objective of CEO compensation is to better align CEO-shareholder interests by inducing CEOs to make more optimal (albeit risky) investment decisions. However, recent research suggests that these incentives have a significant down-side (i.e., they motivate executives to manipulate reported earnings and lower information quality). Given the conflict between the positive CEO-shareholder incentive alignment effect and the dysfunctional information quality effect, it is an open empirical question whether CEO equity incentives increase firm value. We examine whether CEO equity incentives are priced in the firm-specific ex ante equity risk premium over the 1992–2007 time period. Our analysis controls for two potential structural changes over this time period. The first is the 1995 Delaware Supreme Court ruling which increased protection from takeovers (and decreased risk) for Delaware incorporated firms. The second is the 2002 Sarbanes–Oxley Act which impacted corporate risk taking, equity incentives, and earnings management.Collectively, our findings suggest that CEO equity incentives, despite being associated with lower information quality, increase firm value through a cost of equity capital channel.Keywords:CEO equity incentives,Information quality,Cost of equity capital IntroductionIn this study, we investigate investor pricing of CEO equity incentives for a large sample of US firms over the period 1992–2007.Because incentives embedded in CEO compensation contracts may be expected to influence policy choices at the firm level, our objective is to examine whether CEO equity incentives influence firm value through a cost of equity capital channel.Prior research (e.g., Jensen et al. 2004; Jensen and Murphy 1990) suggests that equity- based compensation, i.e., CEO compensation in the form of stock and options, provides the CEO a powerful inducement to take actions to increase shareholder value (by investing in more risky but positive net present valu-e projects). Put differently, equity incentives are expected to help mitigate agency costs by aligning the interests of the CEO with those of the shareholders, and otherwise help communicate to investors the important idea that the firm’s objective is to maximize shareholder wealth (Hall and Murphy 2003).However, recent research contends that equity incentives also have a perverse or dysfunctional downside. In particular, equity-based compensation makes managers more sensitive to the firm’s stock price, and increases their incentive to manipulate reported earnings—i.e., to create the appearance of meeting or beating earnings benchmarks (such a s analysts’ forecasts)—in an attempt to bolster the stock price and their personal wealth invested in the firm’s stock and options (Bergstresser and Philippon 2006; Burns and Kedia 2006; Cheng and Warfield 2005). Stated in another way, CEO equity incentives can have an adverse effect on the quality of reported accounting information. As noted by Bebchuk and Fried (2003) and Jensen et al. (2004), by promoting perverse financial reporting incentives and lowering the quality of accounting information, equity-based compensation can be a source of, rather than a solution for, the agency problem.Despite these arguments about the putative ill effects of equity incentives, equity-based compensation continues to be a salient component of the total paypackages for CEOs. Still, given the conflict between the positive incentive alignment effect and the dysfunctional effect of lower information quality, it is an open empirical question whether CEO equity incentives increase firm value. To our knowledge, prior research provides mixed evidence on this issue. For example, Mehran (1995) examines 1979–1980 compensation data and finds that equity-based compensation is positively related to the firm’s Tobin’s Q. By contrast, Aboody (1996) examines compensation data for a sample of firms for years 1980 through 1990, and finds a negative correlation between the value of outstanding options and the firm’s share price, suggesting that the dilution effect dominates the options’ incentive alignment effect. Moreover, both these studies are based on dated (i.e., pre-1991) data.In our study, we examine whether CEO equity incentives are related to the firm-specific ex ante equity risk premium, i.e., the excess of the firm’s ex ante cost of equity capital over the risk-free interest rate (a metric discussed by Dhaliwal et al. 2006).Consistent with Core and Guay (2002), we measure CEO equity incentives as the sensitivity of the CEO’s stock and option portfolio to a 1 percent change in the stockprice. Based on a sample of 16,502 firm-year observations over a 16 year period (1992–2007), we find CEO equity incentives to be negatively related to the firm’s ex ante equity risk premium, suggesting that the positive incentive alignment effect dominates the dysfunctional effect of lower information quality. In other analysis, we attempt to control for two regulatory (structural) changes that occurred during the 1992–2007 time period of our study.As pointed out by Daines (2001), regulatory changes can have an impact on firm values and returns as well as the structure of executive compensation. First, Low (2009) finds that following the 95 Delaware Supreme Court ruling that resulted in greater takeover protection, managers reduced firm risk by turning down risk-increasing (albeit positive NPV) projects. In response, firms increased CEO equity incentives to mitigate the risk aversion. Potentially, the impact of the Delaware ruling on managers’ risk aversion and the follow-up increase in equity incentives (to mitigate the increase in managers’ risk aversio n following the ruling) may have resulted in a structural change in our sample at least for firms incorporated in Delaware. To control for this potential structural impact, we perform our analysis for Delaware incorporated firms for 1996–2007 separately. Our resultssuggest that the favorable effect of CEO equity incentives on firm value (as reflected in the lower ex ante equity risk premium) is similar for Delaware firms and other firms.Second, a number of studies (e.g., Cohen et al. 2007, 2008; Li et al. 2008) indicate that the 2002 Sarbanes–Oxley Act (SOX) lowered equity incentives (i.e., reduced the proportion of equity incentives to total compensation post-SOX), reduced managerial risk taking, decreased spending on R&D and capital expenditures, and reduced accruals-based earnings management while increasing real earnings management. Since real earnings management is potentially more difficult for investors to detect than accruals-based earnings management, a possible consequence of SOX could be an increase in agency costs since 2002. To control for the potential structural changes imposed by SOX both in terms of expected returns and the level of equity incentives, we perform our analysis for the pre-SOX and post-SOX time periods separately. For each of the two time periods, our results suggest a favorable effect of CEO equity incentives on firm value (as reflected in the lower ex ante equity risk premium), although the effect appears to be stronger in the post-SOX period.Our study contributes to the literature on the valuation of equity incentives. We provide (to our knowledge) first-time evidence on the relation between CEO equity incentives and the ex ante cost of equity capital. Prior research has focused by and large on the consequences of managerial equity incentives for firm performance (Mehran 1995; Hanlon et al.2003) and risk taking (Rajgopal and Shevlin 2002; Coles et al. 2006; Hanlon et al. 2004) rather than on valuation per se. As noted previously, to our knowledge only two prior studies (Aboody1996 and Mehran 1995, both based on pre-1991 data) have examined the pricing of managerial equity incentives, with mixed results.In our study, we provide evidence on the valuation effects of CEO equity incentives based on more recent (1992–2007) data. By focusing on more recent data, our findings relate to a growing line of research on the association between equity-based compensation and accounting information quality. Specifically, Coffee (2004) suggests that the $1 million limit on the tax deductibility of cash compensation for senior executives imposed by Congress in 1993 motivated firms to make greater use of equity compensation which, in turn, increased the sensitivity of managers to the firm’s stock price. Bergstresser and Philippon (2006) and Cheng and Warfield (2005)provide evidence which suggests that equity incentives are positively related to the magnitude of accruals-based earnings management. Similarly, Burns and Kedia (2006) and Efendi et al. (2007) report CEO equity incentives to be positively related to accounting irregularities and the subsequent restatement of previously issued financial statements. Thus, prior research suggests that equity-based compensation has a negative effect on the quality of earnings reported by firms. Consistent with several published empirical studies that support the notion that lower information quality is priced in a higher cost of equity capital (e.g., Bhattacharya et al. 2003; Francis et al. 2005), CEO equity incentives could potentially lower firm value by increasing the firm-specific equity risk premium.As noted previously, we document that CEO equity incentives (despite the associated lower information quality) are related negatively to the firm’s ex ante equity risk premium, implying that equity incentives increase firm value by lowering the firm’s cost of equity capital.Thus, our findings suggest that the positive CEO-shareholder incentive alignment effect associated with equity incentives dominates the dysfunctional information quality effect.Since 1992, the Securities and Exchange Commission (SEC) has mandated the public disclosure of executive compensation data to promote informed decision making by investors. Our ?ndings provide further evidence that these disclosures increase the informativeness of stock prices in competitive securities markets. Collectively, given that CEO compensation is a topic of ongoing interest (Jensen et al. 2004; Reich 2007), our ?ndings indicate that CEO equity incentives in?uence ?rm value favorably through a cost of equity capital channel.Concluding remarksPrior research (e.g., Goldman and Slezak 2006; Jensen et al. 2004) suggests that CEO equity incentives can be a double-edged sword. On the one hand, these incentives can mitigate the agency problem by aligning the interests of the CEO with those of the shareholders (i.e., by inducing CEOs to prefer more optimal, albeit risky, investment choices). On the other hand, these incentives can lead to excessive sensitivity to share price performance and induce executives to manipulate reported earnings with an eye on the stock price. In other words, by promoting perverse reporting incentives and lowering the quality of accounting information pertinent to investor pricing decisions, CEO equity incentives can potentially be a part of, not aremedy for, the agency problem. However, to our knowledge there is little to no prior evidence to suggest which effect—the positive incentive alignment effect or the perverse information quality effect—dominates.We contribute to the literature in several ways. First, we show that CEO equity incentives are negatively related to the firm-specific equity risk premium, i.e., the positive incentive alignment effect associated with these incentives dominates the dysfunctional information quality effect in the pricing of the firm-specific ex ante equity risk premium. Second, since equity incentives are intended to induce CEOs to make more optimal (albeit risky) investment decisions, the effect of these incentives on shareholder wealth in the post-SOX time period is of particular interest. Our results suggest that the economic significance of these incentives (i.e., the payoff for shareholders in terms of a lower ex ante equity risk premium and a higher firm value) was in fact higher in the post-SOX time period. Finally, our findings provide further evidence that the SEC mandated disclosures (since 1992) of executive compensation data increases the informativeness of stock prices with respect to the potential implications of CEO equity incentives for the cost of equity capital and firm value. At this time, CEO compensation is a topic of ongoing interest for regulators and investors.总裁股权激励的投资者定价摘要本论文的主要目的是探讨首席执行官以股票和期权形式的报酬问题。
人力资源论文之股权激励英文版
XXXXX大学毕业论文附录学生姓名XXX指导教师XXX专业人力资源管理学院管理学院2021年6月8日XXX UniversityAppendixStudent xxxxxxxSupervisor xxxSpecialty Human Resources ManagementSchool Management School2021-06-08原文Management of listed companies in equity-basedincentivesCHAPTER IGeneralArticle1.To further promote the establishment of a listed company, a sound incentive and restraint mechanisms, according to "People's Republic of China Company Law", "the Securities Act of People's Republic of China" and other relevant laws and administrative regulations, the development of this approach.Article2.The term refers to shares of listed companies incentives to the company's shares being the subject of its directors, supervisors, senior management and other staff to carry out long-term incentives. Listed companies to be restricted stock, stock options and the laws and administrative regulations to allow the implementation of other means of equity incentive plans, the application of the provisions of this approach.Article3.Listed company's equity incentive plan implementation, it should be in line with the laws and administrative regulations, the methods and the provisions of the Articles of Association and is conducive to the sustainable development of listed companies, andmust not harm the interests of listed companies. Directors of listed companies, supervisors and senior managers in the implementation of equity incentive plans should be honesty and trustworthiness, diligence, and safeguard the interests of all shareholders.Article4.Listed companies to implement equity incentive plan should be in strict accordance with the relevant provisions and requirements of this approach to information disclosure obligations to fulfill.Article5.For listed companies issued equity incentive plan views of professional bodies, should be honesty, trustworthiness, diligence, to ensure that the document issued by true, accurate and complete.Article6.No person shall make use of equity incentive plans insider trading, price manipulation of securities transactions and securities fraud.Chapter IIGeneral provisionsArticle7.Listed companies, one of the following circumstances shall be the implementation of equity incentive plans: (a) In the last fiscal year a financial accounting report negative opinion issued by a certified public accountant to express an opinion or are unable to audit reports; (b) the recent major violations during the year due to irregularities by the China Securities Regulatory Commission to be an administrative penalty; (c) of the China Securities Regulatory Commission finds that the other cases.Article8.Equity incentive plan target of incentives may include the directors of listed companies, supervisors, senior management, the core technology (business), as well as companies that should inspire other employees, but independent directors should not be included. The following incentives may not be the object: (a) In the last 3 years by stock or announce publicly condemned as inappropriate candidates; (b) the last 3 years due to major violations of law violations by the China Securities Regulatory Commission to be of an administrative penalty; (iii) "People's Republic of China Company Law" shall be provided as the company's directors, supervisors, senior management situations. Equity incentive plan for consideration by the board ofdirectors, board of supervisors of listed companies should be to verify the list of incentives, and to verify the situation to be in that general meeting of shareholders. Article9.Incentive for directors, supervisors, senior managers of listed companies should establish a performance appraisal system and assessment methods, indicators for performance appraisal plan for the implementation of the conditions of equity-based incentives.Article10.Listed companies will not be allowed to stimulate the target equity incentive plan in accordance with the rights of access to loans, as well as any other form of financial assistance, including providing security for their loans.Article11.To the implementation of equity incentive plans of listed companies, based on the actual situation of the Company, through the following sources to resolve the subject of shares: (i) object to the incentive to issue shares; (b) repurchase the shares of the Company; (c) the laws and administrative regulations to allow the other way.Article12.All listed companies effective equity incentive plan involved bringing the total number of shares the subject company shall not exceed 10% of the total share capital. Non-shareholders' general meeting approved a special resolution of any object through a full and effective incentive equity incentive plan of the Company granted a total stock equity of the company shall not exceed 1% of the total. First paragraph of this article, second paragraph referred to the total share capital refers to the most recent general meeting of shareholders approved equity incentive plans of the company's issued share capital of the total.Article13.Listed companies should be in the equity incentive plan on the following matters or statements made clear that: (i) the purpose of equity incentive plans; (b) based on incentive to identify the object and scope; (c) the equity incentive plan to grant the rights and interests of the number of involved in the subject of stock sources, types, quantity and equity of listed companies accounted for a percentage of the total; if at times the implementation of each of the rights and interests to be granted the number of shares involved in the type of subject, source, volume and accounted for the total equity of listed companies percentage; (d) incentives for directors, supervisors, seniormanagement and their respective rights and interests to be given the number of, or equity incentive plan to grant the rights and interests of the percentage of the total; other incentives objects (or their appropriate classification) may be delegate representing the interests of the quantity and equity incentive plan to grant the rights and interests of the percentage of the total; (e) the validity of equity incentive plans authorize the days, right feasible, the subject of stock lock-up period; (f) the grant of restricted stock price or Determination of grant price, the stock option exercise price or exercise price determination; (g) authorized the target incentive benefits, the right conditions, such as performance appraisal system and assessment methods, and to performance appraisal indicators for the implementation of equity-based incentives scheme; (h) equity incentive plan rights and interests involved in the number of the target amount of shares, exercise price or grant price adjustment methods and procedures; (i) the rights and incentives granted the right of the target line procedures;(10) Company and encouragement of their respective rights and obligations of the object; (xi) changes in control of the company, merger, separation, job change occurred incentive target, separation, death matter how the implementation of equity incentive plans; (xii) changes in equity incentive plan, terminated; (xiii) other important matters.Article14.Occurrence of a listed company in Article VII of this approach to one of the cases, should put an end to the implementation of equity incentive plans, may not object to the incentive to continue to grant new rights and interests of the target incentive under the equity incentive plan have been granted but not yet exercised by the exercise of the rights and interests should be discontinued. Equity incentive plans in the implementation process of this approach motivate the target appears in Article VIII shall not be the case the object of incentives, the listed companies shall continue to grant the rights and interests, and its has been granted but not yet exercised by the exercise of the rights and interests should be discontinued.Article15.Target incentive to transfer their income through the equity incentive plan shares, it should be in line with relevant laws and administrative regulations and the provisions of this approach.Chapter IIIRestricted stockArticle16.The term incentive restricted stock is the object in accordance with the equity incentive plan provides for the conditions obtained from the listed companies a certain number of shares of the Company.Article17.Listed companies target incentive award restricted stock, equity incentive plans should be provided for the object granted incentive stock performance conditions, the ban period.Article18.Listed companies to the stock market as a benchmark to determine the price of restricted stock awarded in the following period shall not object to the grant of stock incentives: (i) prior to the publication of periodic reports on the 30th; (b) a matter of significant transactions or major decision-making process to the matter Notice two days after; (c) The other major event that may affect the share price on the date of announcement until two trading days.Chapter IVStock optionsArticle19.The term refers to the listing of stock options granted incentive targets within a certain period of time in the future in order to pre-determined purchase price and conditions of a certain number of shares of the Company's rights. Objects can be the incentive stock options granted during the period specified in a pre-determined purchase price and conditions of a certain number of shares of listed companies can also give up the rights.Target incentive stock options granted shall not be transferable or used to guarantee repayment of debt.Article20.The board of directors of listed companies can be considered in accordance with the approval of shareholders of the General Assembly of the stock options, and decided to grant a one-time or in the awarding of stock options, but out of a total grant of stock options related to the subject of shares shall not exceed the total amount of stockoption plans of the subject involved in the total stock.article21.Authorized on stock options and stock options are granted the right line on the first time, the interval between not less than 1 year.Stock options on the validity of the calculation from the authorization may not exceed 10 years.article22.In the life of stock options, listed companies should provide incentives target the right line in phases.Stock optionsAfter the validity period has been granted the right line but not the stock options may not be the right line.Article23.Listed companies in the award of incentive stock options when the target should be to determine exercise price or exercise price determination. Exercise price should not be less than the higher of the following prices: (i) equity incentive plan prior to the publication of the draft summary of the company trading day closing price of the subject shares; (b) the equity incentive plan prior to the publication of the draft summary of 30 trading days of the company average closing price of the subject. Article24.Shares of listed companies due to the subject of ex-dividend, dividend or other reasons need to adjust the exercise price or the number of stock options, stock option plans in accordance with the provisions of the principles and ways to adjust. The basis of the above listed companies the right to adjust the trip price or the number of stock options should be made by the board of directors and the shareholders' general meeting to consider approval of the resolution, or by the shareholders of the General Assembly decided to authorize the Board of Directors. Lawyers should be on the above adjustment is consistent with this approach, the company charter and the provisions of stock option plans issued by professional advice to the Board of Directors.Article25.Listed companies in the following period shall not object to incentive stock options granted to: (i) prior to the publication of periodic reports on the 30th; (b) a matter of significant transactions or major decision-making process in a matter of notice to thetwo trading days; (c) other possible significant incidents of price from the date of notice of two trading days.Article26.Incentive target should be periodic reports of listed companies after the announcement of the first two trading days to the next periodic report 10 trading days prior to exercise, but not the right experts in the following period: (a) a matter of significant transactions or major decision-making process to Notice of the matter after the two trading days; (b) of the other major event that may affect the share price on the date of announcement until two trading days.Chapter VSupervision and punishmentArticle27.Listed companies file false financial and accounting records, to whom the object of incentives from the financial accounting documents from the date of notice within 12 months from the equity incentive plan received the full benefits of shall be returned to the company.Article28.Listed companies do not meet the requirements of this approach to the implementation of equity incentive plans, the China Securities Regulatory Commission ordered its correction, the company and related persons responsible will be punished according to law; in the correct order, the China Securities Regulatory Commission will not be the company's application documents.Article29.Listed companies are not in accordance with this approach and other relevant provisions of the disclosure of information equity incentive plan and the disclosure of information or false records, misleading statements or material omissions, the China Securities Regulatory Commission ordered its correction, the company and related persons responsible will be punished according to law.The use of fictitious equity incentive plan performance, market manipulation or insider dealing, improper access to benefits, according to China Securities Regulatory Commission, confiscate the illegal income, the responsibility of the relevant measures taken; constitute a crime, investigate and deal with the transfer of the judiciary in accordance with the law.article30.For listed companies issued equity incentive plan views of the relevant professional bodies are not fulfilling the obligations diligence, professional advice issued by the existence of false records, misleading statements or material omissions, the China Securities Regulatory Commission on the relevant professional bodies and supervisory personnel's signature, issued by warning letter, and ordered measures to reform and the transfer of the relevant professional bodies to deal with the competent authorities; the circumstances are serious, punishable by a warning, fines and other penalties; constitute securities violations, they shall be held liable.Chapter VISupplementary Provisionsarticle33.This approach the following terms have the following meanings: the senior management: refers to a listed company manager, deputy manager, finance charge, the Board Secretary and the provisions of the Articles of Association of the others. The subject of stock: means the equity incentive plan, incentive granted the right to object or to purchase shares of listed companies. Interests: the object refers to stimulate equity incentive plan in accordance with the listed company stocks, stock options. Authorized to date: a listed company refers to object to the incentive stock options granted to date. Must be authorized on trading days. Exercise: Object refers to incentive stock options under the incentive plan, within a specified period, to a pre-determined purchase price and conditions for the conduct of the shareholdings of listed companies. The right to a viable date: means the incentive target the right line to start date. The right to be feasible for the trading day on. Exercise Price: listed companies object to the incentive stock options granted by the identified target incentives to buy shares in the prices of listed companies. Award Price: listed companies object to the award of incentive restricted stock to determine when, and inspire the target to obtain the price of the shares of listed companies. The term of "over", "less than" does not contain the number.Article34.This approach applies to shares in the Shanghai and Shenzhen Stock Exchange listed company.Article35.This approach since January 1, 2006 will come into effect.From:Management of listed companies in equity-based incentives翻译上市公司股权鼓励管理方法第一章总那么第一条为进一步促进上市公司建立、健全鼓励与约束机制,依据?中华人民共和国公司法?、?中华人民共和国证券法?及其他有关法律、行政法规的规定,制定本方法。
激励机制英文文献和中文翻译
How to Motivate Every Employee---James·Cameron Incentive is the core of human resource management.Production and management in the enterprise management, human resources is economic resources with a variety of thoughts, feelings, the most dynamic summation also love that economic resources, but also the soul of enterprise in this organism, therefore, human resources production and management resources than other more important resources, and decisions not only affect the production and operation of enterprises of other economic resources, the value and use, and the province is the enterprise strength of several important components of quality of human resources as a result of production and management in the enterprise economic resources of the status and role, so the effectiveness of corporate governance or the ultimate ideal to achieve the objective should be: every enterprise employees will be able to give top priority to the overall interests of enterprises and business goals , the interests of all willing to contribute their own. Employees of such a mental state of thinking and Normal under oath in order to reflect the difficult, but it is entrepreneurs, managers should be pursued and the ultimate challenge, it is necessary to approach such a state, only through an effective internal incentives. Therefore, the most important task of enterprise management is the human resources management.Traditional personnel management and labor is different from a modern human resources management performance of the main features of the "strategic" level: (one) at the strategic guiding ideology of modern human resource management is "people-oriented" management; (two) the strategic objectives modern human resources management in order to "obtain a competitive advantage," the objectives of management; (three) the scope of the strategy, the modern human resources management is the "full participation in" democratic management; (four) measures in the strategy of modern human resources management is the use of "systematic scientific methods and human art" contingency management. And non-human resources management, compared to human resources management through the "incentives" to achieve, it is the core of human resources management. The so-called "incentive" to meet people from the multi-level and diversified needs of different employees and reward performance standards set value, a maximum staff to stimulate enthusiasm and creativity to achieve the objectives of the Organization. An enterprise of how the use of human resources is determined by many complex factors in the result of the coupling, but the role of management incentives is one of the most important factors.Unlike other non-human resources of the fundamental characteristics of human resources is that it attached to the staff and the existence of the human body, personal moment with the staff can not be separated, such other person or organization to use human resources, both by its natural all the people of "positive take the initiative "can be achieved with. Therefore, human resources management can "people-oriented" and effectively to stimulate the enthusiasm of employees, to maximize the staff's initiative and creativity, has become the decision of the merits of enterprise production and management of key performance factors and human resources management business success core of the problem.Employee incentive measures.Incentives for the management of human resources management in particular, the importance of self-evident. Incentives can be adopted by all of, the enterprises need to attract them; also can make the most of the employees to perform their talents and wisdom; work so as to maintain the effectiveness and efficiency. Incentive not only to make employees feel at ease, and actively work to play it so staff recognition and acceptance of the enterprise goalsand values, the enterprise have a strong sense of belonging. According to the United States, Professor William James of Harvard University study, in the absence of incentive environment, the potential for staff to play out only a small part of that is 20% -30%, first-served basis just to keep their rice bowls; and in a good incentive mechanism for the environment, the same staff can play a potential 80% -90%, it can be seen, so that each employee is always a good incentive environment is the management of human resources development and the pursuit of the ideal state. So how do we inspire employees to effectively correct the times?First,Adhere to people-centered, respect for human nature, and establish and implement the "employee-centric" management concept."People-oriented, respect for humanity" as a modern management philosophy, emphasizing the ultimate goal of management - to improve the economic efficiency of enterprises on the people behind the management of behavior is no longer a cold cold command type, the compulsory type. But carrying out an incentive, trust, caring, emotional, manager of human nature embodies a high degree of understanding and attach importance to managers as employees can not be purely "economic man" in order to meet their survival needs and material interests of the management an opportunity to but to pay attention to the employees respect the spirit of self-actualization needs at higher level in order to provide creative work and encouraging personality to play to mobilize the enthusiasm of employees, in the equal exchange of lead and establish the concept of corporate management; the external control into self-control, so that each employee to form their own sense of corporate loyalty and a sense of responsibility, so that the value of employees to achieve personal and business survival and development into a passer-by, if the enterprises do not know how to be people-oriented, and lack of basic understanding of human nature and respect for , to the neglect of the personal value of human resources to enable employees to achieve long-term needs of the individual values can not be met or even depression, will not be able to retain the best talent, companies will lose competitiveness. Therefore, we must do the following: Staff carry out regular surveys to understand the extent possible, a matter of concern to employees, especially those relevant to their work, and to win the support and loyalty of staff, and staff to guide the spirit of innovation, attract and retain employees, companies should strive to collect the following the desired information staff: the fairness of work; organizational learning; communication; degree of flexibility and concern; Customer Center; trust and delegation of authority; the effectiveness of management; job satisfaction, the adequacy of support, was placed in a suitable role , and whether or not to feel valuable.Focus on staff remuneration, benefits, working conditions, as well as flexible, to facilitate the preferential arrangements. Enterprises should change with the times, in addition to the traditional emphasis on staff remuneration, welfare and the improvement of working conditions but also the possibility of other incentives, such as the provision of day care; serving University; tuition grants; shorter working hours in summer; the implementation of employee stock option plan; set up a remote post office and so on.Second, the implementation of a comprehensive compensation strategy to motivate employees to fully.The so-called "comprehensive compensation strategy", which means the company will pay the salaries of employees classified as "external" and "inherent" in two categories, acombination of the two is the "full pay", "external pay "referring primarily to provide their employees with quantifiable monetary value, for example, the basic wage bonuses, stock options, pension, medical insurance and so on," internal pay "refers to those provided to employees can not be quantified the performance of monetary value of various currencies. For example, work satisfaction, for the completion of its work to facilitate the provision of personal tools, training opportunities, attractive corporate culture, good interpersonal relations, coordination of the work environment, as well as individual recognition, appreciation and so on, external salaries and pay their own internal incentives have different functions. Their contact with each other, complement each other, constitute a complete system of remuneration, practice has proved that as a result of staff-to-business expectations and needs to be comprehensive, which includes not only material needs, but also spiritual needs, and thus the implementation of "full pay" strategy, is an effective model of staff motivation.Third,incentives should be fair, just and eliminate incentives for "big".Fair and impartial is a fundamental principle of motivation. If you do not fair, improper Prize Award, improper punishment and punishment, not only can not receive the desired results, but will result in many negative consequences, it is necessary to impartial and incorruptible, regardless of affinity, regardless of distance, will be treated equally in order to promote the enthusiasm of the staff along the right direction virtuous circle, as proposed by the United States manage the academic award as the criteria. Only by doing so can enhance the cohesion and centripetal force. At the same time, incentives are clearly ancient times people believed in the basic management principles. In fact if the additional money as wages, as it is unrelated to individual performance and reward, employees feel they deserve it, rather than the result of the efforts, so that people can not be stimulated and motivated. Therefore, the smart managers should do everything possible to reward and recognize performance combine it with the cause of loyalty, dedication to the cause of the close combination of fact, the staff inside the imbalance is that they do good , there are dedicated, but work with people who do not receive the same treatment. This is often not satisfied with the staff and leadership reasons, incentives to companies linked to behavior and employee benefits, the higher the protection of personal value, the greater their income, and through incentives to create a fair competitive environment to increase the comparability of results, and promote up groups.To sum up, the management of enterprises in the use of incentives should be people-oriented, pay attention to and strengthen the strong spirit of enterprise and development of mining resources to improve the workers compensation which the degree of non-material rewards, in the determination and implementation of policies and work rules and regulations in, and strive to embody the principle of fair and equitable. Employees should not blindly encourage unrealistic earnings expectations increase, otherwise you will enable enterprises to individual workers or groups of incentives and constraints arising from the difficulties, the effectiveness of decline, more difficult.中文翻译:如何激励每一位员工---詹姆斯·卡梅隆激励是人力资源管理的核心。
《2024年股权激励、盈余管理与公司绩效》范文
《股权激励、盈余管理与公司绩效》篇一一、引言随着现代企业制度的逐步完善,股权激励作为一种重要的激励机制,正被越来越多的公司所采用。
同时,盈余管理作为公司财务管理的关键环节,对公司绩效产生着深远的影响。
本文将就股权激励、盈余管理与公司绩效之间的关系进行深入探讨,以期为相关研究和实践提供参考。
二、股权激励1. 定义与作用股权激励是指公司以股权为标的,对员工进行激励的一种方式。
通过授予员工一定数量的公司股票或股票期权,使员工能够分享公司的成长红利,从而提高员工的工作积极性和忠诚度。
2. 实施条件与策略实施股权激励需要公司具备一定的条件,如健全的公司治理结构、良好的业绩表现和稳定的盈利能力等。
在实施策略上,公司需要根据自身的发展阶段、市场环境等因素,合理确定股权激励的对象、范围、规模和行权条件等。
三、盈余管理1. 定义与作用盈余管理是指公司为了提高业绩表现,通过调整财务报表中的收益和成本等数据来优化公司业绩的过程。
盈余管理能够帮助公司更好地应对市场变化,提高公司的竞争力。
2. 常见方法与风险常见的盈余管理方法包括调整会计政策、变更会计估计、利用衍生金融工具等。
然而,盈余管理也存在一定的风险,如过度操纵财务报表可能导致信息失真,损害公司的信誉。
四、股权激励与盈余管理的关系股权激励和盈余管理都是为了提高公司绩效而采取的策手段。
股权激励通过激励员工分享公司成长红利,提高员工的工作积极性和忠诚度;而盈余管理则通过调整财务报表数据来优化公司业绩表现。
然而,股权激励与盈余管理并非完全独立,两者之间存在一定的关系。
在实施股权激励时,公司需要关注盈余管理的合理性和合法性,确保财务报表的真实性和准确性。
同时,盈余管理也需要考虑股权激励对员工的影响,以实现两者的良性互动。
五、公司绩效的影响因素公司绩效受到多种因素的影响,包括内部因素和外部因素。
内部因素主要包括公司的治理结构、管理团队的能力、员工的素质和态度等;外部因素则包括市场环境、政策法规等。
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文献出处:Scott Duellman. Equity Incentives and Earnings Management[J]. Account. Public Policy ,2014(32):495–517.原文Equity Incentives and Earnings ManagementScott DuellmanaAbstractPrior studies suggest that equity incentives inherently have both an interest alignment effect and an opportunistic financial reporting effect. Using three distinct proxies for earnings management we find evidence consistent with the incentive alignment (opportunistic financial reporting) effect of equity incentives increasing as monitoring intensity increases (decreases). Furthermore, using the accrual-based earnings management and meet/beat analyst forecast models we find that the opportunistic financial reporting effect of equity incentives dominates the incentive alignments effect for firms with low monitoring intensity. Using proxies for real earnings management, we find that the incentive alignment effect dominates the opportunistic financial reporting effect for high and moderate monitoring intensity firms. However, for low monitoring intensity firms the opportunistic reporting effect mitigates, but does not completely offset, the benefits of the incentive alignment effect. Overall,these findings are consistent with the level of monitoring affecting the relation between equity incentives and earnings management.1. IntroductionClassical agency theory suggests that equity incentives align managers’interests with shareholders’interests (see for example, Mirlees, 1976, Jensen and Meckling, 1976 and Holmstrom, 1979). However, recent theoretical papers suggest that equity incentives may also motivate managers to boost short term stock prices by manipulating accounting numbers (see for example, Bar-Gill and Bebchuk, 2003 and Goldman and Slezak, 2006). Empirical studies examining the effect of equity incentives on earnings management, a proxy for opportunistic reporting, yield mixed results. For example, Gao and Shrieves, 2002,Bergstresser and Philippon, 2006 and Weber, 2006, and Cornett et al. (2008) document a positive relation between equity incentives and accrual-based earnings management; while Hribar and Nichols (2007) find that after controlling for cash flow volatility the relation between equity incentives and earnings management becomes insignificant.1 Furthermore, Cohen et al. (2008) find a negative relation between equity incentives and real earnings management. Thus, whether equity incentives are associated with opportunistic financial reporting is an open empirical question that warrants further study.We view equity incentives as one element of the firm’s governancestructure and argue that equity incentives inherently have both an interest alignment effect and an opportunistic financial reporting effect. We investigate how the relation between equity incentives and earnings management changes with respect to the intensity of firms’ monitoring systems. More specifically, we expect that when monitoring intensity is relatively high, equity incentives will have more of an incentive alignment effect leading to lower earnings management in comparison with low monitoring intensity firms. Conversely, when monitoring intensity is relatively low, equity incentives will have more of an opportunistic financial reporting effect leading to higher earnings management in comparison to high monitoring intensity firms. Thus, we predict that the incentive alignment (opportunistic financial reporting) effect of equity incentives increases as monitoring intensity increases (decreases).Using a sample over the time period 2001–2007, we proxy for earnings management using three different measures common in the literature: (i) absolute abnormal accruals, (ii) real earnings management measures, and (iii) the likelihood of meeting/beating an analyst forecast. We measure equity incentives, in a manner consistent with prior studies such as Bergstresser and Philippon (2006) as the percentage of total CEO compensation for the year that would come from a 1% increase in the company’s stock as of the end of the previous fiscal year.To measure the intensity of monitoring mechanisms, we focus on threemechanisms that are most directly involved in monitoring managers’financial reporting decisions (board of directors, external auditors, and institutional investors). We identify six board characteristics, one auditor characteristic, and two institutional investor characteristics that could potentially affect monitoring effectiveness. Using principal component analysis we collapse these nine characteristics into two monitoring intensity measures (principal components) which capture 51.1% of the variance in these characteristics.2 We classify firms as high (low) monitoring intensity firms if both monitoring intensity measures are above (below) median values while firms with only one monitoring factor above the median are classified as moderate monitoring intensity firms. We use this approach as different monitoring attributes may be substitutes or complements to one another and principal component analysis effectively reduces the redundancy in these variables.We regress our measures of earnings management on lagged equity incentives, monitoring intensity classifications (moderate and low), the interaction between them, and a set of control variables. Our findings can be summarized as follows. First, we find evidence consistent with the incentive alignment (opportunistic financial reporting) effect of equity incentives increasing as monitoring intensity increases (decreases) across all three earnings management measures. Second, in tests using accrual based earnings management and meet/beat analyst forecasts, we find thatfor low monitoring intensity firms, the opportunistic reporting effect dominates the incentive alignment effect of equity incentives; and equity incentives and earnings management are unrelated when monitoring intensity is moderate or high.Third, with respect to real earnings management, we find a negative relation between equity incentives and real earnings management for high and moderate monitoring intensity firms. Furthermore, for low intensity monitoring firms the negative relation is mitigated, but not completely offset, by the incentive alignment effect. In contrast with our abnormal accrual results, these findings suggest that the incentive alignment effect dominates the opportunistic financial reporting effect with respect to real earnings management. A potential explanation for these findings is that both monitors and managers are aware of the higher potential long-term costs of real earnings management and thus tend to avoid cuts to discretionary expenses (research and development) or increase production.Our primary contribution to the literature on the relation between equity incentives and earnings management is that we provide evidence on how this relation varies with the level of oversight by monitoring mechanisms. This is in contrast with most prior studies in this area that either overlook the effects of monitoring (or governance) mechanisms or simply use one or more governance characteristics as control variables(Bergstresser and Philippon, 2006 and Cornett et al., 2008).3 However, a prior study by Weber (2006) also investigates the effects of governance on the relation between CEO wealth sensitivity and earnings management using a random sample of 410 S&P 1500 firms. Weber (2006) finds that CEO wealth sensitivity is positively related to abnormal accruals and that governance does not significantly affect this relation. Weber (2006) defines monitoring intensity by only using the factor that explains the most variance from the principle component analysis. However, this methodology could misclassify firms because monitoring has multiple dimensions and using only one factor ignores the presence of substitutive monitoring mechanisms. Furthermore, in contrast to Weber (2006), using two monitoring intensity factors, we find that monitoring intensity has a significant effect on the relation between equity incentives and earnings management. Additionally, our study uses a broader sample of firms, a longer sample period, and multiple proxies for earnings management.In addition to our primary contribution, we add to the literature in two ways. First, while prior studies on equity incentives and accrual-based earnings management document that the results are dependent on controlling for operating cash flow volatility, we show that for firms with low monitoring, equity incentives are positively related to accrual-based earnings management even after controlling for operating cash flowvolatility. Second, we add to the literature by providing evidence on the effects of monitoring intensity on the relation between equity incentives and real earnings management. T o our knowledge, the only other study that investigates the relation between equity incentives and real earnings management is Cohen et al. (2008).4However, Cohen et al. (2008) do not consider the mitigating effects of monitoring intensity on this relation.An important limitation of our study (and other work in this area more generally) is that equity incentives and other governance mechanisms are likely to be chosen endogenously with the firm’s other corporate policies, structures, and features. Thus, while we attempt to mitigate the effects of endogeneity, we cannot definitively rule out the possibility that our results could be affected by endogeneity bias.The remainder of this paper is organized as follows. Section 2 presents a discussion of prior research and our hypothesis development. Section 3 presents our research design choices and their rationale. The evidence is presented in Section 4 and the conclusion in Section 5.2. Prior research and hypothesis development2.1. Prior researchEquity incentives are an important part of firms’governance structures that are used to align managers’interests with shareholder interests (Mirlees, 1976, Jensen and Meckling, 1976 and Holmstrom, 1979). However, recent studies suggest that they also motivate managers to focuson boosting stock price in the short term (see for example, Bar-Gill and Bebchuk, 2003 and Goldman and Slezak, 2006).Prior studies document mixed evidence on the effect of equity incentives on earnings management. On the one hand, Gao and Shrieves, 2002, Cheng and Warfield, 2005, Bergstresser and Philippon, 2006 and Weber, 2006, and Cornett et al. (2008) find that equity incentives are positively related to the absolute value of abnormal accruals. On the other hand, Hribar and Nichols (2007) demonstrate that findings of earnings management in studies that are based on absolute abnormal accruals no longer hold once controls for cash flow volatility are added. Furthermore, in contrast with studies documenting opportunistic effects of equity incentives, Cohen et al. (2008) find a negative relation between real earnings management methods and stock ownership, CEO bonuses, and unexercisable options consistent with incentive alignment effects dominating opportunistic effects. Armstrong et al. (2010a, 226) summarize the findings on the relation between equity incentives and accounting irregularities of all types (including accrual based earnings management) by stating that “no conclusive results have emerged from the literature.”Thus, whether equity incentives result in earnings management remains an open question.2.2. Equity incentives and other governance mechanismsWe view equity incentives as one element of a firm’s overallgovernance structure. Furthermore, we note that equity incentives have both an incentive alignment effect as well as an opportunistic financial reporting effect. The incentive alignment effect follows from agency theory which suggests that managerial stock ownership align their interests with shareholders (Jensen and Meckling, 1976). The opportunistic financial reporting effect arises because managers with high equity incentives are motivated to overstate accounting performance and boost stock prices in the short-run. For example, Bar-Gill and Bebchuk (2003) show that when managers can sell shares in the short-run, they will be motivated to misreport performance and misreporting will be an increasing function of the fraction of management-owned shares that could be sold (also see Goldman and Slezak, 2006 and Ronen et al., 2006).If firms choose their governance structures to maximize value, and optimally use equity incentives in conjunction with other governance mechanisms, there will be either a negative relation or no relation between equity incentives and earnings management. Intuitively, any opportunistic effects of equity incentives would be exactly offset by other governance or monitoring mechanisms. However, adjusting governance structures is costly so it is unclear whether most firms end up with optimal equity incentives and monitoring mechanisms in a dynamic environment. Deviations from optimal monitoring raises the possibility that under some conditions the opportunistic effects of equity incentives may dominate ormitigate the incentive alignment effects. Consistent with this view, Core et al. (2003) state that firms choose the optimal level of executive compensation during contracting periods but transaction costs prevent firms from continuously writing new contracts creating deviations from the optimal contract.Thus, we explore whether the relation between equity incentives and earnings management varies with the monitoring intensity of the firm. In the presence of high monitoring intensity, equity incentives will have more of an incentive alignment effect, leading to lower earnings management in comparison to low monitoring intensity firms. Conversely, in the presence of low monitoring intensity, equity incentives will have more of an opportunistic financial reporting effect leading to higher earnings management in comparison to high monitoring intensity firms. These predictions can be stated as the following alternative hypotheses: H1a.The incentive alignment effect of equity incentives increases as monitoring intensity increases.H1b.The opportunistic financial reporting effect of equity incentives increases as monitoring intensity decreases.Our empirical tests use both accrual-based and real earnings management proxies. We note that real earnings management is potentially more costly for firms in terms of adverse impacts on future profitability. For example, cutting research and development or advertisingto boost earnings in the short-term can lead to decline in future profits because of loss of market share or reduction in innovation. Given these differential costs of earnings management, the effect of equity incentives on the different types of earnings management could differ.译文股权激励与盈余管理斯科特·迪尤尔1.引言经典代理理论认为,股权激励使经理人与股东的利益一致(例如,迈瑞, 1976; 延森和梅克林, 1976;霍姆斯特姆, 1979)。