Three Essays on Corporate Governance and Institutional Investors

This dissertation analyzes the role of institutional investors in corporate governance. The first essay studies the effect of potential proxy contests on corporate policies. I find that when the likelihood of a proxy contest increases, companies exhibit increases in leverage, dividends, and CEO turnover. In addition, companies decrease R&D, capital expenditures, stock repurchases, and executive compensation. Following these changes, there is an improvement in profitability. The second essay investigates the optimal contract with an informed money manager. Motivated by simple structure of portfolio managers' compensation and complex risk structure of returns, I show that it may be optimal for the principal to stay unaware about the true risk structure of returns. The third essay analyzes the biases related to self-reporting in the hedge funds databases by matching the quarterly equity holdings of a complete list of 13F-filing hedge fund companies to the union of five major commercial databases of self-reporting hedge funds between 1980 and 2008

Institutional investors and corporate governance

We provide a comprehensive overview of the role of institutional investors in corporate governance with three main components. First, we establish new stylized facts documenting the evolution and importance of institutional ownership. Second, we provide a detailed characterization of key aspects of the legal and regulatory setting within which institutional investors govern portfolio firms. Third, we synthesize the evolving response of the recent theoretical and empirical academic literature in finance to the emergence of institutional investors in corporate governance. We highlight how the defining aspect of institutional investors - the fact that they are financial intermediaries - differentiates them in their governance role from standard principal blockholders. Further, not all institutional investors are identical, and we pay close attention to heterogeneity amongst institutional investors as blockholders

Inferring Reporting-Related Biases in Hedge Fund Databases from Hedge Fund Equity Holdings

1The research was partially funded by BNPP Hedge Fund Centre at Singapore Management Centre. Copy made available with permission of the authors.</p

Insider Trading, Stochastic Liquidity and Equilibrium Prices ✩

We extend Kyle’s (1985) model of insider trading to the case where liquidity provided by noise traders follows a general stochastic process. Even though the level of noise trading volatility is observable, in equilibrium, measured price impact is stochastic. If noise trading volatility is mean-reverting, then the equilibrium price follows a multivariate ‘stochastic bridge ’ process, which displays stochastic volatility. This is because insiders choose to optimally wait to trade more aggressively when noise trading activity is higher. In equilibrium, market makers anticipate this, and adjust prices accordingly. More private information is revealed when volatility is higher. In time series, insiders trade more aggressively, when measured price impact is lower. Therefore, execution costs to uninformed traders can be higher when price impact is lower. Keywords

Do Prices Reveal the Presence of Informed Trading ?

Using a comprehensive sample of trades by Schedule 13D filers, who possess valuable private information when they accumulate stocks of targeted companies, this paper studies whether several liquidity measures reveal the presence of informed trading. The evidence suggests that when Schedule 13D filers trade aggressively, both high-frequency and low-frequency measures of stock liquidity indicate a higher stock liquidity. Importantly, measures that have been used as direct proxies for adverse selection, such the Kyle (1985) lambda, the Easley et al. (1996) pin measure, and the Amihud (2002) illiquidity measure, suggest that the adverse selection is lower when informed trading takes place. The evidence is consistent with informed traders being more aggressive when measured stock liquidity is high

Insider Trading, Stochastic Liquidity, And Equilibrium Prices

We extend Kyle's (1985) model of insider trading to the case where noise trading volatility follows a general stochastic process. We determine conditions under which, in equilibrium, price impact and price volatility are both stochastic, driven by shocks to uninformed volume even though the fundamental value is constant. The volatility of price volatility appears 'excessive' because insiders choose to trade more aggressively (and thus more information is revealed) when uninformed volume is higher and price impact is lower. This generates a positive relation between price volatility and trading volume, giving rise to an endogenous subordinate stochastic process for prices

Do Prices Reveal the Presence of Informed Trading?

Using a comprehensive sample of trades from Schedule 13D filings by activist investors, we study how measures of adverse selection respond to informed trading. We find that on days when activists accumulate shares, measures of adverse selection and of stock illiquidity are lower, even though prices are positively impacted. Two channels help explain this phenomenon: (1) activists select times of higher liquidity when they trade, and (2) activists use limit orders. We conclude that, when informed traders can select when and how to trade, standard measures of adverse selection may fail to capture the presence of informed trading

Informed Trading in the Stock Market and Option Price Discovery

When activist shareholders file Schedule 13D filings, the average excess return on target stocks is 6% and stock price volatility drops by about 10%. Prior to filing days, volatility (price) information is reflected in option (stock) prices. Using a comprehensive sample of trades by Schedule 13D filers which reveals on what days and in what markets they trade prior to filing Schedule 13D, we show that on days when activists accumulate shares, option implied volatility decreases, volatility skew increases, and option bid-ask spreads widen. The adverse selection risk in options is driven by the volatility component of private information and is higher when stock and option markets are highly integrated. The evidence is consistent with informed trading in the stock market contributing to the flow of volatility information into option prices

A portfolio choice model with utility from anticipation of future consumption and stock market mean reversion

This paper studies a consumption and portfolio choice problem of a long-lived investor who derives pleasure not only from current consumption, but also from the contemplation of future consumption. The model assumes that all effects of future consumption on current well being are assumed to enter through a single variable--namely, the "stock of future consumption"--analogously to habit-formation models. The main implications of the model concern the incentives for savings, and the fundamental sources of risk in financial markets. It is shown that, when the stock market exhibits mean reversion, deriving utility from anticipation of future consumption has a tremendous effect on portfolio choice. In particular, mean allocation to stocks is much lower under the proposed preferences relative to the standard preferences, especially for high risk averse investors.Portfolio choice problem Mean reversion Financial markets