Purpose
– This paper aims to explore the differing attitudes of salaried chief financial officers (CFOs) that can be associated with agency theory and stewardship theory. CFO attitudes are ...investigated because CFOs typically face additional agency conflict in their roles as overseers of the financial and accounting functions that are responsible for the production of numerical information used as a basis for incentive compensation.
Design/methodology/approach
– A qualitative field study of 14 large privately held Austrian manufacturing companies was conducted. The findings rely on information retrieved from 18 semi-structured interviews conducted with individuals from these companies.
Findings
– The findings reveal a number of contextual factors that influence stewardship and agency attitudes of salaried CFOs. CFOs, who mainly report formally to owners, perceive more control in the hands of the owners. Short-term management appointments appear to facilitate agency-like behavior, whereas the existence of owner–managers and the typical CFO's maturity in terms of age and wealth seem to nurture stewardship behavior.
Research limitations/implications
– Further (quantitative) research is needed to corroborate the findings in this study, which are derived from a qualitative research approach. Further research on agency and stewardship behavior should also include the view of principal with respect to agent actions, as this paper shows that principal opinion strongly affects the way agents perceive control.
Practical implications
– The findings suggest that the behavior of company owners can influence and change a manager's agency or stewardship attitude. Owners who desire a culture of stewardship should set long-term goals and facilitate long-term management appointments. Moreover, owners can lower a manager's perceived level of owner control by adopting an active role in management.
Originality/value
– This paper is the first to analyze stewardship and agency attitude of salaried CFOs in privately held companies. It, therefore, adds to the current literature on the role of the CFO, as well as to the literature on governance issues in privately held firms.
Subject matter of analyze in this article are legal assumptions which must be met in order to enable private company to call for additional payment. After introductory remarks discussion is focused ...on existence of provisions regarding additional payment in formation contract, or in shareholders meeting general resolution, as starting point for company's claim. Second assumption is concrete resolution of shareholders meeting which creates individual obligations for additional payments. Third assumption is defined as distinctness regarding sum of payment and due date. Sending of claim by relevant company body is set as fourth legal assumption for realization of company's right to claim additional payments from member of private company.
The Nordic countries have traditionally cooperated in different legislative areas, although lately to a lesser extent. The experience with Nordic company law development illustrates particularly well ...the problems related to harmonisation. Although the difficulties were alleviated by the fact that the harmonisation programme took place on a small scale, with few countries involved and with large similarities in the cultural, social and political environment, many goals could not be achieved. The EU, with its current 28 Member States and their differences, in similar respects, has faced and will continue to face far greater problems. The Nordic countries, and knowledge of their history in this respect, can provide some guidelines for possible solutions regarding harmonisation. Despite the cooperation in company law, the Scandinavian countries have adopted different regulatory strategies because of political and other factors. Significant differences can be seen in the extent and type of regulation used, but also between countries that use one law for regulating companies and those that use, or have used, separate laws for the regulation of private and public companies. Small company regulation is a highly topical issue in view of the Commission proposal for the SPE. In conclusion, knowledge of the Nordic countries and their history in harmonisation and small company regulation can provide valuable information for possible solutions.
This contribution focuses on two themes: the function of private company statutes and their flexibility. It is recognised initially that private company statutes serve economic activities and ...purposes. In this instrumental role, they contribute to economic welfare. In addition, they have the function to serve legal certainty and to protect the justified interests of persons involved in a private company. This function is designed to promote fairness. Together these functions result in two types of rules in a private company statute: rules serving welfare, which are usually non-mandatory rules, and rules serving fairness, which are usually mandatory. The private company, as the object of these rules, has the internal characteristics of a partnership and the external characteristics of a corporate body. In addition, shareholders are financially and personally deeply involved in the private company and have no easy exit. These characteristics should be determinative for a private company statute. The author puts forward some suggestions for adjustments to the current Dutch proposal for a private company statute.
: In this study, we analyze what influences the size of the PCD for controlling stakes. As empirical research has shown, the discount applied to the value of private companies (or controlling stakes) ...can be quite significant. What is not clear, however, is what influences such a discount. In our study, we decided to analyze this issue focusing on the listing costs and the different types of buyers (listed or not listed) of the target companies. Since a private target company that is acquired by a publicly listed buyer is quasi automatically listed (through the acquisition) a public buyer saves the potential listing costs for the target company and should, therefore, be able to pay a higher price for the private target company, i.e., apply a lower, or no, discount for the private company. We use the acquisition multiple approach on a matched-pair sample (as done by
) for European target companies from 1999 to 2009. Thereby, we observe that, on average, the discount for private companies is different for the two types of buyers and a private buyer pays less for a private target than a public buyer.
This study examines the impact of the market participant on prices paid for private companies in the
database. We examine approximately 4,200 transactions over the period of 2000–2011 for companies ...with sales of $1 million or more. We find that public buyers pay more after controlling for the target’s size, industry, age, estimated growth rate, and profitability, as well as the time of the transaction. We also find that smaller companies and C-corporations sell at higher multiples. Our results are consistent with the hypothesis that the price paid for a company is related to whether the market participant is private or public. Further, our results provide additional insights to users of the
database regarding the characteristics of the transactions in this well-known and often-used database.
Subject matter of this article is development of legal regulation if additional payments in Serbia, from 1937 Commercial Code of Kingdom of Yugoslavia till nowadays. In introductory part author ...underlines legal nature, commercial function and importance of additional payments in private companies, with downfalls in regulation, court and busyness practice. 1988 Enterprise Act and 2004 Company Act has no regulations at all regarding additional payments. 1996 Enterprise Act and 2011 Company Act have provisions on additional payments, but with numerous weaknesses and open questions. Though critical analyses author underlines basic characteristics of additional payments included critical issues which may be expected during application of new legislature.
Local governments are increasingly entering into partnerships with the private sector in the “externalization” of public service delivery. While the financial and non-financial interests of the ...partners involved may appear to be in opposition and potentially un-reconcilable, this is not always the case, especially where governance arrangements exist to align and balance the requirements of financial and non-financial performance. Such arrangements are analysed here with reference to Estonia’s largest water company with mixed public-private ownership. It has a business-like management that facilitates a combination of good non-financial performance (quality and affordability) and considerable financial performance (profitability).
The term private equity typically includes investments in venture capital or growth investment, as well as late stage, mezzanine, turnaround (distressed) and buyout investments. It typically refers ...to the asset class of equity securities in companies that are not publicly traded on a stock exchange. However, private equity funds do in fact make investments in publicly held companies. Chapters in this book cover such public investments. The Handbook provides a comprehensive picture of the issues surrounding the structure, governance, and performance of private equity. It comprises contributions from 41 authors based in 14 different countries. The book is organized into eight parts, the first of which introduces the issues, explains the organization of the handbook and briefly summarizes the contributions made by the authors in each of the chapters. Part II covers the topics pertaining to the structure of private equity funds. Part III deals with the performance and governance of leveraged buyouts. Part IV analyzes club deals in private equity, otherwise referred to as syndicated investments with multiple investors per investees. Part V provides analyses of the real effects of private equity. Part VI considers the financial effects of private equity. Part VII provides analyzes of listed private equity. Finally, Part VIII provides international perspectives on private equity.
In Serbian post war law expulsion of private company member was regulated in same manner regardless of grounds for expulsion. According to 2011 Company Act there are two different procedures - one ...for expulsion based on members meeting decision because of non performance of contribution and other grounded on court decision for other reason. Second group of reasons are discussed in this article. Private company can sue for expulsion of member only if the reason for expulsion is stipulated in memorandum of association or if it is justified. Reasons declared as justified by the Act can not be examined by court.
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