Yearly Archives: 2016

Does Fiduciary Duty to Creditors Reduce Debt-Covenant Avoidance Behavior?

Shai Levi is Assistant Professor at Tel Aviv University; Benjamin Segal is Associate Professor at Fordham University; and Dan Segal is Associate Professor of Accounting at the Interdisciplinary Center Herzliya. This post is based on a recent paper by Professors Levi, Segal, and Segal.

Financial reports should provide useful information to both shareholders and creditors, according to U.S. accounting principles. However, directors of corporations have fiduciary duties toward equity holders only. In our paper, Does Fiduciary Duty to Creditors Reduce Debt-Covenant Avoidance Behavior?, we examine whether this slant in corporate governance biases financial reports in favor of equity investors. In particular, we examine whether the likelihood that firms manipulate their reporting to circumvent debt covenants is higher when directors owe fiduciary duties only to equity holders, rather than when they owe fiduciary duties also to creditors. Debt covenants set limits on leverage and performance, and act as a tripwire allowing creditors to take timely actions to reduce bankruptcy risk and costs. When managers manipulate financial reports to circumvent these debt covenants, they transfer wealth from creditors to shareholders.

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Empire of the Fund: The Way We Save Now

William Birdthistle is professor of law at Chicago-Kent College of Law. This post relates to a new book authored by Professor Birdthistle.

In my book, Empire of the Fund: The Way We Save Now, just published by Oxford University Press, I examine the challenges to our new system of individual investing. More pointedly, the book is an attempt to consider the possible consequences of a failure of our large national experiment with personal finances.

Over the past thirty years, the decline of defined benefit pensions and the rise of defined contribution plans has directed trillions of dollars into the hands of investing amateurs. The implicit hypothesis of our experiment has been that ordinary citizens can successfully manage 401(k) plans and IRAs to provide for their future needs and retirements—but the evidence we have so far suggests otherwise. In the book, I worry about the inadequacies of our new system of investing and suggest possible ways to improve our individual and collective prospects.

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Does Dodd-Frank Affect OTC Transaction Costs and Liquidity?

Y.C. Loon is a Financial Economist at the U.S. Securities and Exchange Commission and Zhaodong (Ken) Zhong is Associate Professor of Finance at Rutgers Business School. This post is based on an article authored by Mr. Loon and Professor Zhong. The Securities and Exchange Commission, as a matter of policy, disclaims responsibility for any private publication or statement by any of its employees. The views expressed herein are those of the author and do not necessarily reflect the views of the Commission or the author’s colleagues on the staff of the Commission.

In our article, Does Dodd-Frank Affect OTC Transaction Costs and Liquidity? Evidence from Real-Time CDS Trade Reports, recently published in the Journal of Financial Economics, we use real-time trade reports made available by post-financial crisis reforms to examine the trading costs and liquidity of index credit default swaps (CDSs), an important class of OTC derivatives. More importantly, the richness of the disseminated trade reports allows us to analyze how different aspects of the Dodd-Frank Act’s regulatory reforms are changing the landscape and thus, the liquidity of the once opaque OTC derivatives market.

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Consolidated Audit Trail: The CAT’s Out of the Bag

Dan Ryan is Leader of the Financial Services Advisory Practice at PricewaterhouseCoopers LLP. This post is based on a PwC publication by Mr. Ryan, Mike Alix, Adam Gilbert, and Armen Meyer.

The SEC recently released a plan to establish a Consolidated Audit Trail (CAT), one of the world’s largest data repositories that will contain a complete record of all equities and options traded in the US. [1] The plan will require national securities exchanges and FINRA (SROs), alternative trading systems (ATSs), and broker-dealers (collectively, CAT Reporters) to submit information on trade events, [2] including customers and prices, to the CAT on a daily basis. It is estimated that the CAT will aggregate between 30 billion and 120 billion trade events per day from over 2,000 sources.

The SEC first proposed the CAT after the May 2010 “flash crash” when it became clear that the data available to the SEC is fragmented with no single source that covers all SEC regulated markets. [3] As a result, the SEC mandated the SROs to develop a plan to create the CAT, which will enable the SEC to conduct cross-market surveillance and reconstruct market events more efficiently. The plan is currently in the midst of a 60-day comment period, [4] after which the SEC will have 120 days to approve it. Once approved, SROs will have two months to select a vendor who will build and maintain the CAT (Plan Processor). [5]

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The Investor-Savvy Board

Anthony Goodman is a member of the Board Effectiveness Practice at Russell Reynolds Associates. This post is based on an Russell Reynolds publication authored by Mr. Goodman, Jack “Rusty” O’Kelley, III, and Constantine Alexandrakis.

With mounting activist pressure and the increasing “activation” of large institutional investors continuing to transform corporate governance in the United States and many markets around the world, boards have had no choice but to become more investor savvy.

We have seen this trend firsthand in our work with boards, as well as in conversations with institutional investors. The most forward-thinking boards are doing what it takes to thrive in the new environment.

What can a board do to become more investor savvy? There are seven steps to consider, which we’ve ordered from basic to most challenging. Many boards are already making significant progress along this continuum. How does your board measure up?

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The Impact of Merger Legislation on Bank Mergers

Jan-Peter Siedlarek is a Research Economist at the Federal Reserve Bank of Cleveland. This post is based on a recent paper by Mr. Siedlarek; Elena Carletti, Professor of Economics at the European University Institute; Steven Ongena, Professor of Banking at the University of Zurich; and Giancarlo Spagnolo, Professor of Economics at the University of Rome.

How do changes in merger control legislation affect merger activity in the banking sector? This is the question we investigate in our new research paper, The Impact of Changes in Merger Control Legislation on Bank Mergers. Using data on bank mergers and acquisitions in Europe, we find evidence that stricter merger control laws lead to an increase in the merger premium that target banks experience when an acquisition is announced. We interpret this as suggestive of merger legislation being effective in bringing about more efficient and pro-competitive transactions.

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Weekly Roundup: July 8–July 14, 2016


More from:

This roundup contains a collection of the posts published on the Forum during the week of July 8–July 14, 2016.





Women on Boards in Finance and STEM Industries


A Brexit Antitrust Primer










HSR Violation Penalties More Than Doubled by FTC


Four Takeaways from Proxy Season 2016

Ann Yerger is an executive director at the EY Center for Board Matters at Ernst & Young LLP. The following post is based on a report from the EY Center for Board Matters.

Active—not just activist—institutional investors are reshaping the corporate governance landscape and challenging how boards think about fundamental issues such as strategy, risk, capital allocation and board composition. Large asset managers are increasingly outspoken on governance expectations and urging companies to think long term—and also making clear that they view corporate governance not as a compliance exercise but as an ownership responsibility tied to investment value and risk mitigation.

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HSR Violation Penalties More Than Doubled by FTC

Ronan P. Harty is a partner at Davis Polk & Wardwell LLP. This post is based on a Davis Polk publication by Mr. Harty, Arthur J. Burke, Joel M. CohenArthur F. Golden, Jon Leibowitz, and Jesse Solomon.

On June 29, 2016, the Federal Trade Commission (“FTC”) announced an increase in the maximum civil penalties it may impose for violations of the Hart-Scott-Rodino Act (“HSR Act”) and various other rules and orders governed by the FTC. The maximum civil penalty for HSR violations has increased from a daily fine of $16,000 per day, to a much larger fine of $40,000 per day. While these higher maximum civil fines will apply to any penalties assessed after August 1, 2016, they will also apply to violations that predate the effective date.

This recent announcement and significant penalty increase stems from the Federal Civil Penalties Inflation Adjustment Act Improvements Act of 2015 (“IAAI Act”), which requires federal agencies to adjust civil penalties for violations of any acts that those agencies are tasked to enforce. The practical effect of the IAAI Act is that the agencies must adjust the statutory civil penalties they impose to account for inflation using a prescribed “catch-up adjustment” formula.

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Why Do Shareholders Condone Seemingly “Excessive” Executive Pay?

Martin C. Schmalz is Assistant Professor of Finance at the University of Michigan Ross School of Business. This post is based on a recent paper by Professor Schmalz; Miguel Anton, Assistant Professor of Finance at the IESE Business School; Florian Ederer, Assistant Professor of Economics at the Yale University School of Management; and Mireia Gine, Assistant Professor of Financial Management at the IESE Business School. Related research from the Program on Corporate Governance includes the book Pay without Performance: The Unfulfilled Promise of Executive Compensation by Lucian Bebchuk and Jesse Fried.

Seemingly “excessive” top management compensation has been the subject of a fiery public debate for a long time. Especially disturbing to many is top management compensation that is only loosely related to the performance of the firms they run. Indeed, the topic featured prominently in the presidential campaigns of all major candidates.

In the academic literature, the discussion focuses on how pay structure relates to characteristics of corporate boards and compensation committees. In the real world, the debate has moved one level deeper: who are the shareholders that approve the compensation packages brought up for vote? In particular, how do the most powerful shareholders vote, and why?

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