Business Commons^™

Shareholder As Ulysses: Some Empirical Evidence On Why Investors In Public Corporations Tolerate Board Governance, Lynn A. Stout

Cornell Law Faculty Publications

This Article evaluates two possible explanations for why shareholders of public corporations tolerate board control of corporate assets and outputs: the widely accepted monitoring hypothesis, which posits that shareholders rely on boards primarily to control the "agency costs" associated with turning day-to-day control over the firm over to self-interested corporate executives, and the mediating hypothesis, which posits that shareholders also seek to "tie their own hands" by ceding control to directors as a means of attracting the extracontractual, firm-specific investments of such stakeholder groups as executives, creditors, and rank-and- file employees.

Part I reviews each hypothesis and concludes that each …

Procurement Fraud & Data Analytics, Sridhar Ramamoorti, Scott Curtis

Accounting Faculty Publications

The purpose of this article is to bolster the government auditor's ability to detect procurement fraud through the use of information technology (IT) tools in performing more sophisticated data analytics and effective audit testing. The article primarily focuses on fraud detection. The government auditor should customize the application of general fraud detection principles to specific facts and circumstances and use sound professional judgment. Procurement fraud detection tests may help identify fraudulent activity and also inefficiencies, waste and abuse.

The Performance Implications Of Ownership Driven Governance Reform, Toru Yoshikawa, Phillip H. Phan

Research Collection Lee Kong Chian School Of Business

This paper explores the performance impact of recent changes in foreign shareholdings and boardroom reforms in Japan. Empirical research on the impact of reform on the Japanese corporate governance system could provide useful lessons for their European counterparts who are themselves facing similar pressures to reform. We found that although participation of outside directors in strategic decision-making was associated with positive stock returns, the increase in the ratio of outside directors, the separation of the board members and executive officers, and the reduction of board size were not related to firm performance.

Why Toyota And Honda Topped The 2002 J.D. Power Quality Study, Susan Lightle, Kenneth Yale Rosenzweig, John Talbott

Accounting Faculty Publications

Toyota again topped the annual J. D. Power and Associates quality study released in late May of 2002. Toyota scored the highest mark ever with l 07 defects per l 00 vehicles, while Honda came in second with 113 defects. The study was based on responses of approximately 65,000 new car owners queried during their first 90-days of ownership.

These results do not surprise us, as we have been fortunate to make numerous sojourns to the Toyota plant in Georgetown, Kentucky, and observe the manufacturing processes. These trips were normally facilitated by a former Japanese student of ours, Minako Yanke, …

Political Correctness Today, Joseph Ellin

Center for the Study of Ethics in Society Papers

Paper presented to the Center of the Study of Ethics in Society Western Michigan University, November 14th, 2003.

Corporate Social Responsibility Reputation Effects On Mba Job Choice: Controlling For Region Of Origin, David B. Montgomery, Catherine A. Ramus

Research Collection Lee Kong Chian School Of Business

In a preliminary study with 279 MBA’s from two European and three North American business schools we find that reputation-related attributes of caring about employees, environmental sustainability, community/stakeholder relations, and ethical products and services are important in job choice decisions. We use an adaptive conjoint analysis survey tool to discover the relative weighting of a new set of social responsibility job search criteria, including these attributes with traditional job search criteria like financial package, geographical location, etc. In addition, our results show that more than ninety percent of the MBAs in the sample were willing to forgo financial benefits in …

Research Opportunities In Internal Auditing, Sridhar Ramamoorti

Accounting Faculty Publications

Focuses on the book Research Opportunities in Internal Auditing, edited by Andrew D. Bailey Jr., Audrey A. Gramling and Sridhar Ramamoorti. History, evolution and prospects of internal auditing; Internal audit function; Auditing risk assessment and risk management processes.

The Moral Poker Face: Games, Deception, And The Morality Of Bluffing, James Mcbain

Faculty Submissions

Bluffing is essentially nothing more than a type of deception. But, despite its morally questionable foundation, it is not only permissible in certain contexts, but sometimes encouraged and/or required (e.g., playing poker). Yet, the question remains as to whether it is permissible to bluff in other contexts – particularly everyday situations. In this paper, I will look at László Mérő’s argument – one based in game theory and Kantian ethics – to the end that bluffing is morally permissible in everyday contexts. I will argue that Mérő’s argument is mistaken on two grounds. First, it includes an epistemic feature (i.e., …

What Is The Social In Social Entrepreneurship?, Wee Liang Tan, John Williams, Teck Meng Tan

Research Collection School Of Accountancy

No abstract provided.

The Ethics Of Apology And The Role Of An Ombuds From The Perspective Of A Lawyer, Sharan Lee Levine, Paula A. Aylward

Center for the Study of Ethics in Society Papers

Papers presented for the Center of the Study of Ethics in Society Western Michigan University, March 20, 2003.

Corporate Social Responsibility Reputation Effects On Mba Job Choice, David B. Montgomery, Catherine A. Ramus

Research Collection Lee Kong Chian School Of Business

In a preliminary study with 279 MBA’s from two European and three North American business schools we find that reputation-related attributes of caring about employees, environmental sustainability, community/ stakeholder relations, and ethical products and services are important in job choice decisions. We use an adaptive conjoint analysis survey tool to discover the relative weighting of a new set of social responsibility job search criteria, including these attributes with traditional job search criteria like financial package, geographical location, etc. In addition, our results show that more than ninety percent of the MBAs in the sample were willing to forgo financial benefits …

Invisible Hands, Andrew Sikula Sr.

Management Faculty Research

Why are economists often wrong in their predictions? Because they believe that individual behavior is motivated by money and that corporate activity is motivated by profits. In reality, desires and sense, not dollars and cents, determine performance.

Business And Global Governance: The Growing Role Of Corporate Codes Of Conduct, Ann Florini

Research Collection School of Social Sciences

These are, in many ways, halcyon days for global business. In a vast ideological shift in the late 20th century, markets rather than governments came to be seen as the road to prosperity. Governments that once nationalized foreign firms now seek out the investment, technology, and managerial expertise such companies can bring. The halls of the United Nations used to ring with calls for international regulation of those dreaded evil-doers, the multinational corporations. Now the UN instead implores business to join with it in a voluntary Global Compact to ensure respect for internationally agreed environmental, labor, and human rights standards.

Employer And Employee Rights And Responsibilities In A Networked Office, Ronald Tidd, Nancy Graber Pigeon

All Faculty Scholarship for the College of Business

Internet-connectivity is having a profound impact on the workplace. Employees use it to access data and information from global sources, communicate with others instantaneously regardless of physical proximity, work anytime, anywhere, so long as they have a digital device connected to the Internet. Alternatively, the technology can be used to subject coworkers to objectionable material, violate workers' privacy, and convey the appearance of working when actually abusing Internet resources. This article discusses the existing laws regarding employee usage of an employer's Internet resources and employer monitoring of that usage. Thus, it provides a foundation for understanding a body of law …

Redefining Realtor Relationships And Responsibilities: The Failure Of State Regulatory Responses, Ann Morales Olazábal

Business Law Articles and Papers

For much of the twentieth century, residential real estate transactions conformed to a "traditional" model--the seller engaged a broker, who listed the home in a multiple listing service, where it was noticed and purchased by a buyer, with a commission paid to the broker by the seller from the sale proceeds. While the listing/selling broker model endured for decades, it was laden with problems--it left the buyer unrepresented, created agency relationships that were counterintuitive to the parties, and often left both the consumer and realtor unsure of the precise nature of their legal relationship. Over the last fifteen years, state …

An Investigation Of Leader-Member Exchange, Organizational Justice And Performance, Terri A. Scandura Phd, Manuel J. Tejeda

Management Faculty Articles and Papers

Recently, the concept of organizational justice has been employed to re-examine the Leader-member exchange (LMX) literature. LMX, and three forms of justice (distributive, procedural and interactional) examined using a sample of N = 275 leader-member dyads. Results indicated procedural justice moderates the relationship between LMX and performance.

University Technology Transfer And Economic Development: Proposed Cooperative Economic Development Agreements Under The Bayh Dole Act, Clovia Hamilton

Winthrop Faculty and Staff Publications

Technology transfer enables private industry and academia to make practical use of advanced research, development, and technical expertise. Indeed, universities are a rich source of science and technology that can support local government and business development as well as economic growth. Thus, it is essential for research universities to transfer their wisdom to the public for its use and benefit. Today, universities operate in an economic climate that requires both capital and knowledge; takes advantage of government technology initiatives (namely the Bayh- Dole Act);' and serves as a catalyst for the creation of a large number of new, incubated companies. …

Horse Welfare Since 1950, Katherine A. Houpt, Natalie Waran

State of the Animals 2003

There are approximately 6.9 million horses in the United States, more than in any other country in the world (American Horse Council 2000) (Table 1). That fact alone should inspire Americans to improve equine welfare, although it must be said that the state of domesticated horses is better now than it was fifty years ago.

At the turn of the millennium, the most pressing welfare issues of the domestic horse surround conditions found in slaughter and transport to slaughter; pari-mutuel racing; the pregnant mare urine (PMU) industry; the competitive and show industry; and in the development of husbandry-related stereotypes. (Urban …

The Qualified Legal Compliance Committee: Using The Attorney Conduct Rules To Restructure The Board Of Directors, Jill E. Fisch, Caroline M. Gentile

All Faculty Scholarship

The Securities and Exchange Commission introduced a new corporate governance structure, the qualified legal compliance committee, as part of the professional standards of conduct for attorneys mandated by the Sarbanes-Oxley Act of 2002. QLCCs are consistent with the Commission’s general approach to improving corporate governance through specialized committees of independent directors. This Article suggests, however, that assessing the benefits and costs of creating QLCCs may be more complex than is initially apparent. Importantly, QLCCs are unlikely to be effective in the absence of incentives for active director monitoring. This Article concludes by considering three ways of increasing these incentives.

Is Your Firm Safe From Cybersmear?, Anthony J. Cataldo Ii, Larry N. Killough

Accounting Faculty Publications

No abstract provided.

Investor Skepticism V. Investor Confidence: Why The New Research Analyst Reforms Will Harm Investors, John L. Orcutt

Law Faculty Scholarship

Part I of this Article provides an overview of research analysts and their basic functions, including a discussion of sell-side analysts' role in the market's recent boom and bust. Part II examines the conflicts of interest that have plagued sell-side research, and Part III reviews the Regulatory Actions that are meant to address these conflicts. In Part IV, the author will make the case for encouraging, rather than lessening, investor skepticism in sell-side research and will explain why the Regulatory Actions are not likely to improve the performance of sell-side analysts. Finally, Part V will offer a simpler proposal to …

Sfas 143 On Asset Retirement Obligations, Cheri Mazza, Robert H. Colson

WCBT Faculty Publications

Discusses an accounting legislation provision in the U.S. which concerns accounting for asset retirement obligations that requires the recognition of a liability for certain obligation associated with retirement of long-lived assets. Asset retirement obligations; Recognition of a liability for an asset retirement obligation in a certain period; Discussion on a subsequent-period accounting.

Is There A Role For Lawyers In Preventing Future Enrons?, Jill E. Fisch, Kenneth M. Rosen

All Faculty Scholarship

Following the collapse of the Enron Corporation, the ethical obligations of corporate attorneys have received increased scrutiny. The Sarbanes-Oxley Act of 2002, enacted in response to calls for corporate reform, specifically requires the Securities and Exchange Commission to address the lawyer’s role by requiring covered attorneys to “report up” evidence of corporate wrongdoing to key corporate officers, and, in some circumstances, to the board of directors. Failure to “report up” subjects a lawyer to liability under federal law.

This Article argues that the reporting up requirement reflects a second-best approach to corporate governance reform. Rather than focusing on the actors …

How To Fix Wall Street: A Voucher Financing Proposal For Securities Intermediaries, Stephen Choi, Jill E. Fisch

All Faculty Scholarship

No abstract provided.

A Jurisdictional Approach To Collapsing Corporate Distinctions, Peter B. Oh

Articles

This article challenges our persistent path dependence on defunct distinctions between corporations and certain limited unincorporated associations. Recent federal tax regulations have inspired proposals for consolidated treatment of all limited business organizations through uniformly based or universally applicable statutes. I contend these proposals are preoccupied with how hybrid organizations such as the limited liability company and the limited liability partnership amalgamate, and thus implicitly preserve, traditional dichotomies between corporations and partnership categorizations as well as entities and aggregate theories. The continued use of these schemes compromises the legal basis for such proposals.

By critically examining certain jurisdictional principles, this article …

Shareholder Value And Auditor Independence, William W. Bratton

All Faculty Scholarship

This Article questions the practice of framing problems concerning auditors’ professional responsibility inside a principal-agent paradigm. If professional independence is to be achieved, auditors cannot be enmeshed in agency relationships with the shareholders of their audit clients. As agents, the auditors by definition become subject to the principal’s control and cannot act independently. For the same reason, auditors’ duties should be neither articulated in the framework of corporate law fiduciary duty, nor conceived relationally at all. These assertions follow from an inquiry into the operative notion of the shareholder-beneficiary. The Article unpacks the notion of the shareholder and tells a …

Enron, Sarbanes-Oxley And Accounting: Rules Versus Principles Versus Rents, William W. Bratton

All Faculty Scholarship

No abstract provided.

The Securities Analyst As Agent: Rethinking The Regulation Of Analysts, Jill E. Fisch, Hillary A. Sale

All Faculty Scholarship

Recent press has highlighted shocking examples of bias, self-dealing, and inaccuracy in the behavior of the securities analyst. Critics have attributed the bubble and subsequent crash in the technology sector to analyst hype and posited that undue analyst optimism contributed to scandals such as Enron. After many years of minimal regulator oversight analysts are now the subject of extensive regulatory reform proposals, including a mandate in the Sarbanes-Oxley Act of 2002 requiring that the Securities and Exchange Commission adopt a variety of restrictions on analyst behavior.

Despite the media attention, there have been few attempts to conceptualize carefully the analyst's …