ASIC actions: canaries for poor corporate governance?

Raymondda Silva Rosa1, JenniferFilippetto1, AnnTarca1
1UWA Business School (M250), The University of Western Australia, Nedlands, Australia

Tóm tắt

PurposeThe purpose of this study is to investigate whether companies subject to an Australian Securities and Investment Commission (ASIC) action have poorer corporate governance than other companies. Evidence from the USA suggests such a relationship but the issue has not been investigated for Australian firms.Design/methodology/approachThe paper considers a matched sample of 240 companies, including 120 which were subject to 143 actions relating to; interpretation of accounting standards; the continuous disclosure regime; and other governance matters during the period 1998‐2004.FindingsWe find that companies subject to ASIC actions are less likely to comply with the Australian stock exchange (ASX) best practice governance recommendations and that the main area of difference relates to separation of the roles of the CEO and board chair.Research limitations/implicationsWe were able to investigate only 3 of 10 items in the ASX recommendations due to data availability. The sample of ASIC companies is not randomly drawn, thus our results are not generalisable the wider population of listed companies. Capital market consequences of ASIC actions, such as effect on share price, bid‐ask spread, analyst following and cost of capital, are not considered and could be investigated in future research.Practical implicationsThe results suggest that, in relation to publicised cases, ASIC is effective in targeting more poorly governed companies, a positive signal for Australian capital markets.Originality/valueFew papers investigate ASIC's publicised cases and no prior study has linked ASIC cases and corporate governance practices. The findings will be of interest to Australian capital market participants, some of whom question the benefits of corporate governance recommendations.

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Tài liệu tham khảo

Agrawal, A. and Chadha, S. (2005), “Corporate governance and accounting scandals”, The Journal of Law & Economics, Vol. 48, pp. 371‐406.

Australian Stock Exchange (ASX), (2003), “Principles of good corporate governance and best practice recommendations”, ASX Melbourne.

Baysinger, B. and Butler, H. (1985), “Corporate governance and the board of directors: performance effects of changes in board composition”, Journal of Law, Economics and Organization, Vol. 1, pp. 101‐24.

Beasley, M.S. (1996), “An empirical analysis of the relation between board of director composition and financial statement fraud”, The Accounting Review, Vol. 71, pp. 443‐65.

Beekes, W. and Brown, P. (2006), “Do better‐governed Australian firms make more informative disclosures?”, Journal of Business Finance & Accounting, Vol. 33 Nos 3‐4, pp. 422‐50.

Beekes, W., Brown, P. and Chin, L. (2005), “Do better‐governed firms make more informative disclosures: Canadian evidence”, working paper, University of Lancaster, Lancaster.

Bhagat, S. and Black, B. (2002), “The non‐correlation between board independence and long‐term firm performance”, Journal of Corporation Law, Vol. 27, pp. 231‐73.

Blake Dawson Waldron (2004), The BDW Guide to CLERP 9, available at www.bdw.com, July.

Brown, P. and Tarca, A. (2007), “Achieving high quality, comparable financial reporting: a comparison of independent enforcement bodies in Australia and the United Kingdom”, Abacus, Vol. 43 No. 4, pp. 438‐73.

Buffini, F. (2003), “Directors may choke on governance”, Australian Financial Review, 6 June.

Cadbury, A. (1992), Report on the Committee on the Financial Aspects of Corporate Governance, London Stock Exchange, London.

Calleja, N. (1999), “To delegate or not to delegate: board committees and corporate performance in Australia's top 100 companies”, Sydney Law Review, Vol. 21, pp. 5‐35.

Chtourou, S.M., Bedard, J. and Courteau, L. (2001), “Corporate governance and earnings management”, working paper, Laval University, Quebec City.

Coakes, S. and Steed, L. (2003), SPSS Analysis without Anguish, Wiley, Brisbane.

Committee of Sponsoring Organizations of the Treadway Commission (COSO) (1999), Fraudulent Financial Reporting: 1987‐1997. An Analysis of US Public Companies, Treadway Commission, Englewood Cliffs, NJ.

da Silva Rosa, R., Izan, H.Y. and Lin, M. (2004), “Board characteristics of Australian IPOs: an analysis in light of the ASX best practice recommendations”, Australian Accounting Review, Vol. 14 No. 1, pp. 25‐32.

Dechow, P.M., Sloan, R.G. and Sweeney, A.P. (1996), “Causes and consequences of earnings manipulation: an analysis of firms subject to enforcement by the SEC”, Contemporary Accounting Research, Vol. 13, pp. 1‐36.

DeFond, M.L. and Jiambalvo, J. (1991), “Incidence and circumstance of accounting errors”, The Accounting Review, Vol. 66, pp. 643‐55.

Elliott, G. (2003), “Bosch backs watchdog's feisty pedigree”, The Australian, 13 August.

Eyers, J. (2004), “A culture of best practice beats regulation”, Australian Financial Review, 11 June.

Fearnley, S., Hines, T., McBride, K. and Brandt, R. (2000), “A peculiarly British institution: an analysis of the contribution made by the Financial Reporting Review panel to accounting compliance in the UK”, Centre for Business Performance, Institute of Chartered Accountants, England and Wales.

Grace, M., Ireland, A. and Dunstan, K. (1995), “Board composition, non‐executive directors and corporate financial performance”, Asia‐Pacific Journal of Accounting, Vol. 21, pp. 121‐37.

Greenbury, R. (1995), Greenbury Report, London Stock Exchange, London.

Hampel Committee (1998), Final Report, Committee on Corporate Governance, London Stcok Exchange, London.

Hermalin, B. and Weisbach, M. (1991), “The effects of board composition and direct incentives on firm performance”, Financial Management, Vol. 20, pp. 101‐12.

Hitt, G. (2002), “Bush signs sweeping legislation aimed at curbing corporate fraud”, Wall Street Journal, 31 July.

Jensen, M.C. (1993), “The modern industrial revolution, exit, and the failure of the internal control system”, Journal of Finance, Vol. 48, pp. 831‐78.

Jensen, M.C. and Meckling, W.H. (1976), “Theory of the firm: managerial behaviour, agency costs and ownership structure”, Journal of Financial Economics, Vol. 3, pp. 319‐39.

Keasey, K. and Wright, D. (1993), “Issues in corporate accountability and governance: an editorial”, Accounting and Business Research, Vol. 23, pp. 291‐303.

Klein, A. (1998), “Firm performance and board committee structure”, Journal of Law and Economics, Vol. 41, pp. 137‐65.

Larcker, D.F., Richardson, S.A. and Tuna, I. (2004), “How important is corporate governance”, working paper, University of Pennsylvania, Philadelphia, PA.

McMullen, D.A. and Raghunandan, K. (1996), “Enhancing audit committee effectiveness”, Journal of Accountancy, Vol. 182, pp. 79‐81.

Peasnell, K., Pope, P. and Young, S. (2001), “The characteristics of firms subject to adverse rulings by the Financial Reporting Review Panel”, Accounting and Business Research, Vol. 31, pp. 291‐306.

OECD (2004), OECD Principles of Corporate Governance, OECD, Paris, France (revised edition).

Turnbull, N. (1999), Turnbull Report, London Stock Exchange, London.

Wright, D. (1996), “Evidence on the relation between corporate governance characteristics and the quality of financial reporting”, working paper, University of Michigan, Ann Arbor, MI.

Yermack, D. (1996), “Higher market valuation of companies with small board of directors”, Journal of Financial Economics, Vol. 40, pp. 185‐211.