Corporate governance and default risk of firms cited in the SEC’s Accounting and Auditing Enforcement Releases
We examine the relationship between corporate governance and default risk for a sample of firms cited in the Securities and Exchange Commission’s Accounting and Auditing Enforcement Releases (AAERs). Using hazard analysis of actual default incidence and OLS regressions of a continuous variable capturing a firm’s “closeness to default,” we document changes in the relationships between various governance characteristics and default risk from the pre-AAER period to the post-AAER period. Specifically, smaller board size, greater board independence, greater gender diversity of the board, and lower concentration of institutional ownership are all shown to have a more favorable effect on lowering default risk in the post-AAER period relative to the pre-AAER period. Our comparative analysis of a group of firms with accounting restatements (but not cited in the AAERs) does not show similar changes in the relationships between the various corporate governance characteristics and default risk from the pre-restatement to the post-restatement period. This suggests that the regulatory sanctions experienced by AAER firms may have prompted creditor reevaluation of the firms’ information environment and the perceived efficacy of various corporate governance mechanisms in mitigating default risk.
KeywordsCorporate governance Default risk Accounting and Auditing Enforcement Releases Information asymmetry
JEL ClassificationsG33 G34 M41 D82
The authors would like to thank an anonymous referee and the editor for valuable comments and helpful suggestions. We also greatly appreciate the summer research support provided by the Milgard School of Business, University of Washington Tacoma.
- Beasley M (1996) An empirical analysis of the relation between the board of director composition and financial statement fraud. Account Rev 71(4):443–465Google Scholar
- Bhagat S, Black B (2002) The non-correlation between board independence and long-term firm performance. J Corp Law 27:231–273Google Scholar
- Bhagat S, Bolton B, Romano R (2008) The promise and peril of corporate governance indices. Columbia Law Rev 108(8):1803–1882Google Scholar
- Carpenter V, Cheng R, Feroz E (2007) Toward an empirical institutional governance theory: analyses of the 50 US state governments’ decisions to adopt GAAP. Corp Ownersh Control 4:1–40Google Scholar
- Chakravarthy J, deHaan E, Rajgopal S (2012) Reputation repair after a restatement. Emory University, Working paperGoogle Scholar
- SEC Accounting Guide (1989) Financial reporting releases, codification of financial reporting policies, accounting and auditing enforcement releases, staff accounting bulletins, independence of accountants, securities and exchange commission. Commerce Clearing House, Chicago, ILGoogle Scholar
- Hermalin B, Weisbach M (1991) The effects of board composition and direct incentives on firm performance. Financ Manage 20(4):101–112Google Scholar
- Hermalin B, Weisbach M (2003) Boards of directors as an endogenously determined institution: a survey of the economic literature. FRBNY Econ Policy Rev 9(1):7–26Google Scholar
- Joy L (2008) Women board directors in the United States: an eleven year retrospective. In: Vinnicombe S, Singh V, Burke RJ, Bilimoria D, Huse M (eds) Women on corporate boards of directors. Edward Elgar Publishing, Inc., Northamton, MA, pp 15–23Google Scholar
- Merton R (1974) On the pricing of corporate debt: the risk structure of interest rates. J Financ 29:449–470Google Scholar