Business Law, Public Responsibility, and Ethics Commons^™

Locked In: The Competitive Disadvantage Of Citizen Shareholders, Anne M. Tucker

Anne Tucker

In this Essay, I challenge the conventional corporate law wisdom that unhappy mutual fund investors paying high fees don’t need litigation or regulation to protect their interests because they should simply exit a fund and reinvest elsewhere. The exit solution, advanced by Professors John Morley and Quinn Curtis in Taking Exit Rights Seriously provided an elegantly simply solution to the problem of unhappy indirect investors (e.g., mutual fund investors) given that they are often low-dollar, low-incentive, rationally-apathetic investors facing enormous information asymmetries and collective action problems. According to their view, competition produced by exit, or the threat of exit, is …

Locked In: The Competitive Disadvantage Of Citizen Shareholders, Anne M. Tucker

Faculty Publications By Year

In this Essay, I challenge the conventional corporate law wisdom that unhappy mutual fund investors paying high fees don’t need litigation or regulation to protect their interests because they should simply exit a fund and reinvest elsewhere. The exit solution, advanced by Professors John Morley and Quinn Curtis in Taking Exit Rights Seriously provided an elegantly simply solution to the problem of unhappy indirect investors (e.g., mutual fund investors) given that they are often low-dollar, low-incentive, rationally-apathetic investors facing enormous information asymmetries and collective action problems. According to their view, competition produced by exit, or the threat of exit, is …

National Culture Dimensions And Consumer Digital Piracy: A European Perspective, Irena Vida, Monika Kukar-Kinney, Mateja Kos Kokli, James Reardon

Atlantic Marketing Association Proceedings

Digital piracy as a ubiquitous phenomenon affects a number of stakeholders, such as consumers, enterprises, and governments. Considering its global nature, it has been of particular interest to consumer researchers. Hence, a large body of digital piracy literature sheds light on the demand side and illuminates various predictors of digital piracy behavior (Harris & Daunt, 2011). Despite these efforts, very little attention has been devoted to applying international perspective in investigating digital piracy across different countries (Ki, Chang, & Khang, 2006). This study aims to fill this void by examining the digital piracy behavior in three EU countries. In addition, …

The Importance Of Being Dismissive: The Efficiency Role Of Pleading Stage Evaluation Of Shareholder Litigation, Lawrence A. Hamermesh, Michael L. Wachter

All Faculty Scholarship

It has been claimed that the risk/reward dynamics of shareholder litigation have encouraged quick settlements with substantial attorneys’ fee awards but no payment to shareholders, regardless of the merits of the case. Fee-shifting charter and bylaw provisions may be too blunt a tool to control agency costs associated with excessive shareholder litigation, and are in any event now prohibited by Delaware statute. We claim, however, that active judicial supervision of public company shareholder litigation at an early stage reduces the costs of frivolous litigation to shareholders by separating meritorious from unmeritorious litigation before the full costs of discovery are incurred. …

The Pricing Decision: Balancing The Cost-Based And Market-Based Approaches In Different Industries, Shawn M. Kain, Kenneth Yale Rosenzweig

Kenneth Y. Rosenzweig

The objectives of this paper are to discuss cost estimating and pricing issues in four different industries, to analyze methods and strategies that are used in the costing and pricing of products in those industries, and to make general comparisons about costing and pricing techniques. Accurate projection of costs is essential to the survival of any firm because cost estimates often determine whether a project will be authorized to begin or continue, the amount of resources that will be allocated to a particular product or product line, the prices of products, and the firm's and product line's profitability. Many management …

Earnings Manipulation: A Report By Robert Lavine On The Business Ethics Research Of Kenneth Rosenzweig And Marilyn Fischer, Kenneth Yale Rosenzweig, Marilyn Fischer

Kenneth Y. Rosenzweig

This column by Robert LaVine in the Chartered Accountants Journal of New Zealand reports on the research of University of Dayton professors Kenneth Rosenzweig and Marilyn Fischer, "Is Managing Earnings Ethically Acceptable? Surveys Show Age and Seniority Affect Attitudes on Earnings Management," >>> published in the journal Management Accounting.

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

Kenneth Y. Rosenzweig

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, …

User-Friendly Financial Statements: A Proposed Model, Kenneth Yale Rosenzweig, Andrew A. Fioriti

Kenneth Y. Rosenzweig

In contrast to early bookkeeping systems whose only role was to assist the resident owners, financial reporting today serves to protect various nonresident parties with interests in the enterprise, such as absentee shareholders. It provides them with information useful for monitoring the operations of the enterprise and for making decisions concerning it. The Financial Accounting Standards Board (FASB) formalized this concept of usefulness when it stated: Financial reporting should provide information that is useful to present and potential investors and creditors and other users in making rational investment, credit, and similar decisions. The information should be comprehensible to those who …

Education, Certification, And The Earnings Of Industrial Accountants, Kenneth Yale Rosenzweig, Lawrence Hadley

Kenneth Y. Rosenzweig

Utilizing a model of the relationship between skill accumulation and earnings known as human capital theory, we analyzed the incremental earnings associated with various educational and professional credential for a sample of members of the National Association of Accountants (NAA). Data were collected by means of a questionnaire survey of NAA members and were analyzed utilizing a multiple regression technique. Earnings is regressed on various education and certification variables. Employment characteristics and personal characteristics of the respondents are included as control variables. Our analysis documents positive earnings increments for the bachelor’s and MBA degrees and the CPA certificate. For the …

Report Earnings Accurately, Kenneth Yale Rosenzweig, Marilyn Fischer

Kenneth Y. Rosenzweig

As authors of the March article, “Is Managing Earnings Ethically Acceptable?,” we wish to thank Alfred M. King for his letter in the April issue questioning some of the contentions in our article. In a time when corruption seems to be rampant in many aspects of our national life, it is important for accountants to discuss openly what are their ethical responsibilities, and what are the limits to those responsibilities. The credibility of accounting numbers is vital to our success as a profession and as individual accountants. There will be no demand for accounting service if accounting information is not …

Company Resistance To Complex Fasb Statements: The Case Of Sfas 33, Kenneth Yale Rosenzweig

Kenneth Y. Rosenzweig

Over the past fifteen years, the Financial Accounting Standards Board (FASB) has issued numerous pronouncements designed to narrow the differences in accounting practice and thereby increase the usefulness of financial statements by making them more comparable among different enterprises. Though questions have often been raised over the years about the complex and prescriptive nature of these pronouncements, Statement of Financial Accounting Standards No. 33, “Financial Reporting and Changing Prices” (SFAS 33), has perhaps been the most controversial. The above statement required subject companies to generate and publish information that was radically different from that produced in accordance with conventional financial …

Managing The Cost Of Federally Sponsored Research At Educational Institutions, Mary J. Brown, Kenneth Yale Rosenzweig

Kenneth Y. Rosenzweig

In an era of weak economic ·growth, budget deficits and government spending reductions, limited government resources must be utilized in a manner that maximizes the public welfare. One major use of such resources in recent years has been to fund research and other activities at universities. To shed light on this important area, this article examines current practice in government contracting with educational institutions, reviews recent governmental efforts to control contract costs and investigates ramifications for the affected educational institutions.

How Corporate Culture Impacts Unethical Distortion Of Financial Numbers, Joseph F. Castellano, Kenneth Y. Rosenzweig, Harper A. Roehm

Kenneth Y. Rosenzweig

The recent accounting scandals have highlighted the critical role that investor confidence in the accuracy and lack of distortion of accounting data plays in the health of capital markets and, indeed, the whole economy. The legal and moral culpability of top-level company managers (as well as auditors) is an issue that will be addressed by the nation in the coming months. Whether or not legal sanctions are imposed on managers, it would be well to examine some of the reasons managers may feel compelled to distort accounting numbers as well as engage in other actions that damage the interests of …

Companies Are Not Using Fas 33 Data, Kenneth Yale Rosenzweig

Kenneth Y. Rosenzweig

How is price-adjusted information required by FAS 33, “Financial Reporting and Changing Prices,” being used for management decision-making purposes? I mailed a questionnaire survey to the controllers of all companies in the FASB's Statement 33 bank to find out the answers and to examine the company characteristics associated with such use. The questionnaire was designed to find out the extent of use and reporting of FAS 33 information for internal company purposes such as management decision making and the factors that might be associated with that use and reporting. The controllers were asked about the extent of internal use and …

Audit Committees And Financial Reporting Quality In Singapore, Kwong Sin Leong, Jiwei Wang, Themin Suwardy, Yuanto Kusnadi

Research Collection School Of Accountancy

No abstract provided.

Executive Compensation And Regulation Imposed Governance: Evidence From The California Non-Profit Integrity Act (2004), Sandip Dhole, Saleha B. Khumawala, Sagarika Mishra, Tharindra Ranasinghe

Research Collection School Of Accountancy

This study examines the impact of the California Nonprofit Integrity Act of 2004 on CEO compensation costs in affected organizations. Contrary to the stated objective of the Act that executive compensation is “just and reasonable,” we find that CEO compensation costs for affected nonprofits during the post-regulation periods have increased by about 6.3 percent when compared with a control group of comparable unaffected nonprofits. In addition, the relative increase in CEO compensation appears to come from nonprofits that have experienced greater regulatory cost increases. We do not find evidence that the Act resulted in a change in CEO pay performance …

Business Trusts, Peter B. Oh

Book Chapters

The business trust arguably is the most prominent and yet enigmatic organizational form used today. The problem is that no one knows exactly how prevalent business trusts are, much less why they are the preferred vehicle for a broad and diverse range of transactions. This chapter sheds some light on the business trust by examining its early history at common law, its subsequent mutation into modern statutory and contractarian forms, as well as some of its most common functions. The more closely we scrutinize the business trust, the more apparent it becomes that the pertinent question about business trusts is …

The (Il)Legitimacy Of Bankruptcies For The Benefit Of Secured Creditors, Charles W. Mooney Jr.

All Faculty Scholarship

This paper explores the legitimacy—or illegitimacy—of filing and maintaining a case under the Bankruptcy Code when the sole or principal beneficiary or beneficiaries of the case would be a secured creditor or secured creditors. In the situation posited here, the application of the usual distributional priority rules would not produce any distribution for the general, unsecured creditors of the debtor. In the prototypical case virtually all of the assets of the debtor would be subject to secured claims securing obligations that exceed the value of the collateral, i.e., the secured creditor would be undersecured and there would be no equity …

Corporate Law Doctrine And The Legacy Of American Legal Realism, Edward B. Rock

All Faculty Scholarship

In this contribution to a symposium on "Legal Realism and Legal Doctrine," I examine the role that jurisprudence plays in corporate law doctrine. Through an examination of paired cases from the United States and United Kingdom, I offer a case study of the contrasting influence on corporate law judging of American Legal Realism versus traditional U.K. Doctrinalism.

Specialist judges in both systems, aided by specialist lawyers, clearly identify and understand the core policy issues involved in a dispute and arrive at sensible results. Adjusting for differences in background law and institutions, it seems likely that the disputes would ultimately be …

Introduction To Institutional Investor Activism: Hedge Funds And Private Equity, Economics And Regulation, William W. Bratton, Joseph A. Mccahery

All Faculty Scholarship

The increase in institutional ownership of recent decades has been accompanied by an enhanced role played by institutions in monitoring companies’ corporate governance behaviour. Activist hedge funds and private equity firms have achieved a degree of success in actively shaping the business plans of target firms. They may be characterized as pursuing a common goal – in the words used in the OECD Steering Group on Corporate Governance, both seek ‘to increase the market value of their pooled capital through active engagement with individual public companies. This engagement may include demands for changes in management, the composition of the board, …

Three Essays On Remittances, Institutions, And Economic Development, Durga Gautam

Graduate Theses, Dissertations, and Problem Reports

Does the inflow of remittances affect the quality of institutions in the recipient countries? This question is important because economists have stressed that good economic institutions, particularly those in the public sector, are instrumental for economic development and growth. The literature on remittances, however, does not document a thorough analysis and compelling evidence of the relationship between these private financial transfers and institutional quality. Unlike other kinds of international capital flows, remittances inflows are not mediated by the government of recipient countries. Remittances are not taxed directly and so are not a source of revenue for the government. Then a …

The Mess At Morgan: Risk, Incentives And Shareholder Empowerment, Jill E. Fisch

All Faculty Scholarship

The financial crisis of 2008 focused increasing attention on corporate America and, in particular, the risk-taking behavior of large financial institutions. A growing appreciation of the “public” nature of the corporation resulted in a substantial number of high profile enforcement actions. In addition, demands for greater accountability led policymakers to attempt to harness the corporation’s internal decision-making structure, in the name of improved corporate governance, to further the interest of non-shareholder stakeholders. Dodd-Frank’s advisory vote on executive compensation is an example.

This essay argues that the effort to employ shareholders as agents of public values and, thereby, to inculcate corporate …

From Chrysler And General Motors To Detroit, David A. Skeel Jr.

All Faculty Scholarship

In the past five years, three of the most remarkable bankruptcy cases in American history have come out of Detroit: the bankruptcies of Chrysler and General Motors in 2009, and of Detroit itself in 2012. The principal objective of this Article is simply to show that the Grand Bargain at the heart of the Detroit bankruptcy is the direct offspring of the bankruptcy sale transactions that were used to restructure Chrysler and GM. The proponents of Detroit’s “Grand Bargain” never would have dreamed up the transaction were it not for the federal government-engineered carmaker bankruptcies. The Article’s second objective, based …

Active Cds Trading And Managers’ Voluntary Disclosure, Jae Bum Kim, Pervin K. Shroff, Dushyantk Umar Vyas, Regina Wittenberg Moerman

Research Collection School Of Accountancy

No abstract provided.

Lost Opportunities: The Underuse Of Tax Whistleblowers, Sarah J. Webber, Karie Davis-Nozemack

Accounting Faculty Publications

Legal literature on whistleblower programs often assumes an agency’s ability to effectively use a whistleblower tip. This article challenges that assumption in the context of tax enforcement by exposing the Internal Revenue Service’s dismal performance. The article uses Fourth Amendment jurisprudence, taxpayer privacy law, as well as whistleblower and tax enforcement literature to propose a new approach to using information from tax whistleblowers.