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Goleman D. Emotional intelligence. London: Bloomsbury; What makes a leader? The new leaders. London: Little, Brown and Company; In our Strategic Management Journal paper, we looked at a situation where CEOs might act in their own interests to the detriment of shareholders. As Jensen noted in his work, when there is money available — free cash flow — the CEO can use it to engage in projects that benefit him or her even if they do not necessarily create shareholder value.
You looked at financial diversification. What is financial diversification?
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Often it is to counter the effects of seasonality; a ski-resort company might extend into summer mountain activities or entertainment events off ski season, for example. Revenues in one business increase as revenues in the other business decline — leading to what we call revenue smoothing. This is potentially good for the CEO. This kind of empire building increases the size of the corporation and enables a CEO to increase their remuneration package as well as securing her or his position in the firm.
But your research shows that financial diversification is bad for shareholder value. You used a large dataset of publically-traded corporations headquartered in France, many of them international firms, to discover how effective monitoring and alignment governance measures are at constraining CEO behavior. In this case at preventing financial diversification given the presence of free cash flow. What did you find? We found some support for the monitoring role of the board.
Although greater ownership concentration had a limited impact, board independence, and in particular the separation of the CEO and chairman role, appears to prevent the use of free cash flow for financial diversification. What about alignment measures? And variable compensation, a very common governance practice, actually leads to more financial diversification. Perhaps not so surprising when you think about it.
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Agency theory assumes CEOs are risk averse. Predictably, CEOs resort to revenue smoothing to make revenues less volatile and increase their prospects of hitting performance targets. Another finding that emerges from your work is the importance of considering how the economic cultural norms and values of owners shape their behavior and, therefore, affect governance and strategy.
Moreover, past research has assumed, probably because it has looked at US investors taking ownership positions in companies abroad, that foreign owners are more oriented towards shareholder value than domestic owners. However, we argue that it is not an issue of foreignness vs domesticity, foreign ownership is very diverse, nor is it just about the owner type pressure-resistant vs pressure-sensitive.
More specifically, we claim that the country origin of an owner is going to shape their position regarding the desirable objectives, practices and strategies of the corporations they own elsewhere. After all countries may differ considerably in terms of their political economic and legal institutions, for example, pluralist versus corporatist political economy systems, and common versus civil law systems.
And you look at this in the context of unrelated diversification? In a paper published in Advances in Strategic Management we look at unrelated diversification as the strategy. Empirical evidence shows that, on average, unrelated diversification creates less value for shareholders than related diversification or specialization. Agency theory suggests that, given free cash flow, a CEO might engage in unrelated diversification for a number of reasons including the potential for empire building, increased prestige, and better remuneration.
We find that the greater the presence of Anglo-American investors in the ownership of a French corporation, the less the amount of unrelated diversification. This shows that owner category pressure-resistant here matters, but that the country of origin also matters.
We found that the presence of pressure-sensitive Anglo-American owners significantly led to less unrelated diversification. Whereas with a pressure-resistant institutional owner from France, the cultural background — being less focused on the maximization of shareholder value — seems to prevail, and we find a positive effect on unrelated diversification. Your work on business restructuring and family ownership also produces some surprising findings. Especially given the notion that family business owners, particularly continental European owners, are perhaps less inclined to engage in restructuring activities in the pursuit of value.
Restructuring means different things. For example, it can cover layoffs, spin-offs, getting rid of unrelated businesses. In our paper published in Corporate Governance: An International Review, we measure restructuring costs, which are related to all of those things.