Democracy and Dysfunction: Rural Electric Cooperatives and the Surprising Persistence of the Separation of Ownership and Control

Since the 1930s, corporate law scholarship has focused narrowly on the public corporation and the problem of the separation of ownership and control-a problem many now believe has been mitigated or even solved. With rare exceptions, scholars have paid far less heed to other business forms that still play important roles in the American economy. In this Article, we examine a significant and almost completely overlooked business form, the Rural Electric Cooperative (REC). RECs were founded in a moment of optimism during the New Deal. As with other cooperatives, their organizational rules differed sharply from those of for-profit corporations. They were owned by their customers, with each customer-member having one vote irrespective of their energy consumption, and it was hoped these owners would provide active oversight of the REC\u27s managers and activities. Reality has proven otherwise. Corporate governance innovations of the last forty years have passed RECs by, leaving an organizational sector mired in governance dysfunctions stemming from the separation of ownership and control. Here we explain why RECs evolved as they did and why New Deal planners seized on the cooperative form to electrify the countryside; how significant governance problems have persisted, largely unaddressed, from the 1930s to today; and how a change in corporate governance rules, allowing for a market for corporate control in RECs, could fix some persistent problems in this still-important sector. Alternatively, we propose that RECs take up a new public role as rural broadband internet providers with a reinvigorated federal regulator to police governance failures

Are CSR disclosures value relevant? Cross-country evidence

Using proprietary data that rate corporate social responsibility (CSR) disclosures of firms in 21 countries, this study examines how the strength of nation-level institutions affects the extent of CSR disclosures. We then examine the valuation implications of CSR disclosures and consider how the relation between CSR disclosures and firm value varies across countries. In contrast to prior studies, we separate CSR disclosures into an expected and unexpected portion where the unexpected portion is a proxy for the incremental information contained in CSR disclosures. We observe a positive relation between unexpected CSR disclosure and firm value measured by Tobin's Q. We also find that, while countries with strong nation-level institutions promote more CSR disclosures, the valuation of a unit increase in unexpected CSR disclosures is higher when nation-level institutions are weak.http://www.tandfonline.com/loi/rear202017-09-30hb2017Accountin

Pay-performance sensitivity before and after SOX

The purpose of this paper is to investigate the impact on pay-performance sensitivity of the Sarbanes–Oxley Act (SOX), an effect that has been examined in prior research but with often conflicting findings. Using a more comprehensive sample of executives and of compensation components than in prior research, we compare managers’ pay-performance sensitivity before and after 2001-2002, a period during which regulatory changes were initiated to increase scrutiny over managerial manipulation and improve financial reporting quality. Based on ExecuComp data from 1992 to 2005 (and excluding the years 2001 and 2002), our results show that pay-performance sensitivity using either market-based or accounting-based measures of performance increased significantly following these events. When we further decompose executive pay into its cash-based and equity-based components, we find evidence of an increase in the link between performance and executive compensation for five of six measures for each performance metric. Thus, in contrast to most prior studies on the impact of SOX on executive incentives and compensation, our evidence is consistent with an improvement rather than weakening in the alignment of managerial and shareholder interests

Advanced accounting : international student version, 5th ed./ Jeter

xvii, 851 p.: tab.; 25 cm

Advanced accounting : international student version, 5th ed./ Jeter

xvii, 851 p.: tab.; 25 cm

Advanced Accounting: international student version

Advanced Accounting, by Debra Jeter and Paul Chaney, delivers a balance and detailed approach to the conceptual and technical aspects of financin accounting and reporting. Reflective of the current state of the internation accounting landscape, this new edition discusses the upcoming globalization accounting standards with frequent references to the FASB's new Codificatic system and with a "compare and contrast" method for explaining the difference between U.S. GAAP and IFRSxvii, 851 hlm.: ilus. 25 cm