Rapporter & tendenser

Medarbejdervalgte i bestyrelsen kan både betale sig for selskabet og for de ansatte: I forskningspapirmed titlen ” Labor Representation in Governance as an In – surance Mechanism ” hedder det, at ”Is labor representation on the board of directors bad? Not necessarily. It can improve risk sharing between employers and employees without hurting shareholders, according to our study on the German experience. Germany requires 50% employee representation on the supervisory board when firms have more than 2,000 employees working in Germany. We study establishment-level data on employment and wages. (An establishment is any facility having a separate physical address, such as a factory, service station, restaurant, or office building.) Our sample covers the top 100 listed German firms during the period 1990-2008. We compare establishments belonging to firms required to have parity codetermination of 50% employee representation (parity firms, in short) with those belonging to firms not required to have 50% representation (non-parity firms). Employees working for parity firms are paid, on average, 3.3% less than employees of non-parity firms. These lower wages, we argue, represent an insurance premium, because when other firms in the same industry lay off more than 5% of the work force, parity firms do not lay off workers in any significant way. That is, parity firms protect their employees when others in the same industry go through a major restructuring of their work force. As such, we interpret the lower wages as insurance premiums workers pay in return for their employment guarantees.”

Behov for en reform for proxy advisors, som er præget af interessekonflikter: I forskningspapir med titlen ” The Conflicted Role of Proxy Advisors ” hedder det, at ”In an increasingly complicated investment and financial landscape, investors rely heavily on the services of data and analytics providers to support their investment-related decisions. Proxy voting is the process in which a vote is cast on behalf of a shareholder rather than that shareholder participating physically in a public shareholder meeting. The reliance on advisory services is readily apparent in the increased influence of proxy advisors like Institutional Shareholder Services (“ISS”) and Glass, Lewis & Co. (“Glass Lewis”). Due to their increasing influence, these normally private and opaque proxy advisory firms have come under fire for issues such as conflicts of interest, undue influence, privacy concerns, and the investment value their recommendations provide.”

Hedgefondaktivisme godt for selskaber og deres peers: I forskningspapir med titlen ” Governance under the Gun: Spillover Effects of Hedge Fund Activism ” hedder det, at ”hedge fund activism is associated with improvements in the governance and performance of targeted firms. In this paper, we show that the positive effects of activism reach beyond the targets, as yet-to-be-targeted peers make similar improvements under the threat of activism. Peers with higher threat awareness, as measured by board connections to past targets, are more likely to increase leverage and payout, decrease capital expenditures and cash, and improve return on assets and asset turnover. As a result, their valuations improve, and their probability of being targeted declines. Time-varying industry conditions or product market effects do not explain our results.

FRC: Revisionsfirmaer skal have mere fokus på deres interne kultur: FRC, det engelske regnskabsråd, har set på kulturen i de engelske revisionsfirmaer, og det uafhængige råd kommer i en rapport med nogle anbefalinger: I rapporten ”High quality audit enhanced by stronger culture” hedder det, at ”It is important that firms create a culture where achieving high quality audit is valued and rewarded, and which emphasises the importance of ‘doing the right thing’ in the public interest according to a new report by the Financial Reporting Council (FRC), ‘ Audit Culture Thematic Review ’. The FRC considered how firms identify and pay attention to challenges in their culture and take action to address them to promote and sustain improvements in audit quality. The report notes that firms are investing considerable time and effort on their firmwide culture and identifies numerous examples of good practice among firms and highlights key areas that firms should address to enhance audit quality.”