of corporate governance on equity prices and the distribution of returns is an important issue in corporate finance. There are a number of factors widely known to influence the quality of corporate governance, including board structure, ownership structure, executive compensation, and anti-takeover provisions.
Corporate risk and governance
Why might there be a negative relation between corporate governance and risk?
Strong governance should lead to fewer missed opportunities and fewer negative net
present value projects. Strong governance should lead to less misleading or self-serving 205 statements by managers to the press or in financial statements and other filings. Strong
governance should lead to greater transparency and/or credibility of the firm. All of this
should increase the amount of reliable information available and reduce uncertainty in
the market. This should reduce the market’s perceived risk of the firm.
Perhaps less obvious is why there might be a positive relation between corporate governance and risk. Strong governance should result in managers assuming an appropriate level of risk for the firm. This is the view of Litov et al. (2006), who assert that greater governance reduces private benefits. This may force conservative managers, more interested in increasing the stability of their personal cash flows rather than the volatility associated with potential future gains, to take on greater risk than they otherwise would, to the benefit of all shareholders. One example would be a manager who prefers to have little to no debt. While this diminishes the likelihood of bankruptcy, interference by creditors, and risk of cash flows, it results in an under-levered firm that does not benefit from a greater interest tax shield. Litov et al. (2006) also point out that banks, unions, and the government may constrain risk. Well-diversified shareholders would benefit from a higher degree of leverage and risk. In addition, when stronger corporate governance is characterized by fewer takeover defenses, it may result in such firms being in play to potential acquirers, which may also increase the volatility of returns, but to the benefit of shareholders. Such a relationship is consistent with Ferreira and Laux (2005), who find that a firm’s idiosyncratic risk decreases as its insulation from takeovers increases.
Despite the research that has been done on the relationship among corporate value, corporate governance, and corporate risk, limited analysis has been done specifically attempting to investigate the relationship between corporate risk and corporate governance, the latter of which is measured by the widely acknowledged governance index constructed by Gompers et al. The purpose of this research is to further explore the specific nexus between corporate risk and corporate governance. More specifically, the implied volatility of stock prices is incorporated as a forward-looking measure of firm risk. While the variance of past stock prices is often used as a measure of risk, it provides no information to the market about expected future volatility. One is left assuming that past volatility perfectly predicts future volatility. Changes in corporate governance that result in lower perceived risk will not affect past volatility. Implied volatility, however, is the market’s assessment of future volatility and is a more appropriate measure.
Data for the study are from OptionMetrics and RiskMetrics as well as Compustat. Using a sample of 6,176 biannual firm-year observations spanning 1998-2006, we relate the implied volatility to a number of variables designed to capture the relationship with corporate governance as measured by the Gomper’s index. The model also includes a number of variables to control for other firm-specific factors. The empirical results suggest that dictatorship firms (as defined by Gompers (2003)) are less risky than non-dictatorship firms. Democracy firms are riskier than non-democracy firms.
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