Purpose From the agency theory’s point of view, this paper aims to analyze corporate governance mechanisms about the characteristics of the companies quoted in the segments Bovespa Mais and Bovespa Mais 2 and their influence on the creation of value in preparation for the opening of the initial public offering (IPO). Design/methodology/approach A quantitative approach was adopted to achieve the proposed objective using the panel data with fixed effects and secondary data collected on the Comissão de Valores Mobiliários website, using statistical software Stata® 13.0 for statistical tests. The population comprises non-financial companies belonging to the Bovespa Mais and Bovespa Mais Level 2 groups, as the survey sample took into account the period of adhesion of the companies, totaled in 15 companies, which cover the period from 2008 to 2019. The selected variables correspond to the ownership structure’s characteristics, then the board’s composition and the fiscal council as the body responsible for supervising the administrators’ acts. Findings The main results indicate that the number of independent members on the board of directors and the supervisory board’s participation positively influence market performance. However, it also reveals that the concentration of ownership brings fundraising for other companies’ acquisitions, risk reduction concerning information asymmetry between investing powers. Research limitations/implications The main results indicate that the number of independent members on the board of directors and the supervisory board’s participation positively influence market performance. Despite this, it also reveals that the concentration of ownership brings fundraising for other companies’ acquisitions, risk reduction concerning information asymmetry between investing powers. Practical implications This paper advances a comparative institutional perspective to explain capital market choice by firms making an IPO in a foreign market. This paper finds that internal governance characteristics (founder-chief executive officer, executive incentives and board independence) and external network characteristics (prestigious underwriters, degree of venture capitalist syndication and board interlocks) are significant predictors of foreign capital market choice by foreign IPO firms. Social implications While product market choices have been central to strategy formulation for firms in the past, financial markets’ integration makes capital markets an equally crucial strategic decision. This paper advances a comparative institutional perspective to explain capital market choice by firms making an IPO in a foreign market. Originality/value This situation generates value to shareholders and is perceived by the market and, ultimately, generates a direct relationship with the market performance of companies. While product market choices have been central to strategy formulation for firms in the past, financial markets’ integration makes capital markets an equally major strategic decision.
Purpose: The study seeks to verify the influence of the board of directors’ independence on the performance of BM&FBOVESPA listed companies and to analyse which agency conflicts influence the performance of the board of directors. Originality/value: The factor of Brazil being an emerging country which lacks a strict legal system and control factors against corruption in these environments and the public sectors emphasizes the importance of applying the best corporate governance practice code in the main developed countries, reflecting the need for effective supervisory bodies that contribute to better financial performance of companies. Design/methodology/approach: The study involved a quantitative survey using a sample of 33 companies in the highway operating segment and 220 reports from 2010 to 2016. A fixed-effects regression model with panel data was used for analysis. Findings: The results were statistically significant for the board’s independence variables, which confirm the theory that the presence of independents as members of the board positively influences financial management and the company that holds the executive member and chairman of the board positions has a negative effect. The size of the board did not present statistical significance.
Purpose This paper aims to contribute to research on corporate governance in regulated sectors, with emphasis in the field of activity of foreign investors through the ownership structure and legal system that regulates companies in Brazil. Design/methodology/approach In the first moment, the investigation had a quantitative approach of relational nature. Based on the data about the valuation of actions, statistical methods were applied to a secondary database containing measurable information provided by the organizations that operate the Brazilian stock-market and documentary evidence provided by the companies. In the second moment, a qualitative approach was adopted, resorting on the use of semi-structured interviews with investors and agents of the sector. Findings The results lead to two paths: presenting the perspective that foreign investors play a key role in improving governance practices because foreign ownership mitigates agency problems, provides adequate follow-up and optimizes the use of corporate resources; and evidencing the existence of a mitigation of operational risks in the face of the various obligations imposed by the concession contract with the regulatory agency, without direct interference under the ownership structure of regulated companies. Research limitations/implications The literature portrays a distinct economic scenario in Brazil, where stock control is pulverized and mechanisms of corporate governance and scope of action of investors and regulated sectors are well-defined and implemented. Practical implications A great part of the studies from this field discusses the same object: the impact of the adoption of corporate governance mechanisms on selected efficiency indicators or on the value of the companies' actions. This investigation, on the other hand, targeted a differentiated approach so that its contribution would lie in the investigation under the influence of the regulation on the legal attributions and the performance of the investors how many conflicts between the other shareholder/regulatory body, as the control measures import by the regulatory agent the concessionaires of the Brazilian highways and transportation sector. Social implications The identification of the presence of foreign investors as a determinant for: better performance of companies in Brazilian regulated sector in terms of market valuation; better mitigation of requirements with the regulatory framework for the agencies that regulate the concession sector, targeting a reduction in the asymmetry of information and transparency among all stakeholders. Originality/value The fact that Brazil is an emerging country that lacks a rigid legal system and corruption-control measures in corporate environments and public sectors, stresses the importance of the application of the “Best Codes of Corporate Governance Practices” in the main developed countries. This also stresses the need for effective supervisory bodies that contribute to a better financial performance of companies, guaranteeing investors the legal system.
Purpose: To evaluate the theme "Code of Ethics and Conduct" in private or public organizations, considering the relationship between ethical issues and good practices in Corporate Governance, measures that subsidize the planning and strengthening of ethical cultures in the interpersonal context.Design / methodology / approach: The descriptive survey relied on the application of questionnaires and obtained 184 responses from organizations of various types. The study was carried out using codes of conduct made available by companies on their websites, characterized as primary sources. The data collected were worked in the SPSS, tabulated and presented as results in the form of tables or graphs, with appropriate analyses.Findings: The results show the adoption of good practices of integrity, especially on the Code of Ethics and Conduct. The adoption of an ethical code can be considered a way to formalize, encourage and guide responsible behavior among employees and organizations. Seen from the outside, it contributes to creating and maintaining a good corporate reputation and stakeholder trust. In this sense, the reasons behind the creation of a code have been stated in the Shareholders' Theory, the Legitimacy Theory and the Stakeholder Theory.Originality / value: The Code of Ethics and Conduct arises as an instrument to guide ethical behavior in organizations. Therefore, it is the declaration of the set of rights, duties, business conduct towards stakeholders, reflecting the culture and set of norms that enrich the company's decision-making processes and guide its behavior.
O presente artigo tem como objetivo analisar o índice de Sharpe sob o índice de Endividamento das empresas, assim verificando a hipótese de que uma empresa com maior indicador de Endividamento possui também um risco maior e, portanto um menor índice de Sharpe. Na metodologia, os dados foram obtidos através dos Formulários de Referência (FRE) da BM&FBovespa (B3), das empresas da carteira Teórica do índice do Ibovespa, entre o período de 1996 a 2016. Para verificar a relação entre o índice de endividamento e o índice de Sharpe das empresas listadas no Ibovespa, e assim analisar o risco e retorno dessas empresas, utilizou-se como método estatístico, a Regressão de Efeitos Fixos com Dados em Painel. Os principais resultados apontam que quanto maior o índice de Sharpe menor o endividamento das empresas. Assim a conclusão principal sob o artigo é que uma empresa que possui um maior índice de Endividamento é uma empresa que possui um risco maior e, portanto no cálculo do índice de Sharpe no denominador, com um risco maior, irá resultar num menor índice de Sharpe, onde a teoria desse índice demonstra o quanto de retorno existe sob um risco assumido, e assim um Endividamento maior resultará num menor ganho de retorno sob o tamanho do risco em comparação com empresas menos alavancadas.
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