Rapporter & tendenser

SEC skærper tonen om Cybersecurity. Det starter hos CEO’en: Det amerikanske finanstilsyn, SEC, gennemgår i en guide , hvordan de børsnoterede selskabers bestyrelser og ledelser seriøst bør forholde sig til Cybersecurity. SEC skriver, at indsatsen starter hos selskabets CEO: “It Starts with the CEO: If the CEO does not embrace and understand the importance of cybersecurity, the board has little chance of effectively carrying out its responsibility to ensure proper risk-based measures are in place and functioning. It is the CEO who is charged with day-to-day management responsibility and, as history tells us, those in the organization will, in fact, “follow the leader.” This may seem like an obvious point, but its criticality cannot be overstated. Why would a CEO not take the issue of cybersecurity seriously? CEOs have a lot on their plate. And, like it or not, it is a reality of human behavior that there is a tendency to downplay the potential for certain risks—“this is not going to happen to us”—until those risks manifest themselves and then it is just too late. By then, the damage is already done, and the consequences can be immediate and, at times, catastrophic. Accordingly, boards must take proactive steps to ensure the CEO, as the linchpin of management, is doing more than just paying “lip service” to the importance of cybersecurity and is truly making cybersecurity readiness an organizational priority. Without the CEO’s day-to-day leadership and focus, the board has no place to start and any cybersecurity program will likely fail.”

Konsekvenser af cyberangreb på forskellige virksomhedstyper. Forskere har undersøgt, hvor cyberangreb har haft negative effekter på forskellige typer af virksomheder. De skriver : ”We examine which firms are targets of successful cyberattacks and how they are affected. We find that cyberattacks are more likely to occur at larger and more visible firms, more highly valued firms, firms with more intangible assets, and firms with less board attention to risk management. These attacks affect firms adversely when consumer financial information is appropriated, but seem to have little impact otherwise. Attacks where consumer financial information is appropriated are associated with a significant negative stock market reaction, an increase in leverage following greater debt issuance, a deterioration in credit ratings, and an increase in cash flow volatility. These attacks also affect sales growth adversely for large firms and firms in retail industries, and there is evidence that they decrease investment in the short run. Affected firms respond to such attacks by cutting the CEO’s bonus as a fraction of total compensation, by reducing the risk-taking incentives of management, and by taking actions to strengthen their risk management.”

Blockchain kan effektivisere generalforsamlingen og minimere agentproblem: Forskere skriver i forskningspapir, at ”although the hype around the buzzword “blockchain” is currently still largely focused on speculation with virtual currencies like bitcoins, blockchain is a state-of-the-art technology that can offer smart solutions for classical inefficiencies in the corporate governance field. In our recent paper, Blockchain Technology for Corpora – te Governance and Shareholder Activism , we look into the applications of blockchain technology in the field of corporate governance, paying special attention to the restructuring of the old-fashioned and rigid Annual General Meeting of Shareholders (the AGM). We explore the AGM’s (lack of) performance and make a strong plea for blockchain-based AGM. Agency theory in corporate law aims to optimize the contractual framework that governs the relationship between directors and shareholders. Despite all (scholarly) efforts, following the seminal theory of Jensen and Meckling, agency costs can never be fully excluded, unless the fundamental corporate characteristic of a delegated management structure can be removed. Blockchain technology can mitigate the salient agency problem and its related costs. Nonetheless, The DAO—which was a completely decentralized blockchain based association— shows that the lack of a centralized authority can create a sub-optimal situation, too.”