Purpose The purpose of this study is to investigate simultaneous relations between corporate governance (CG) practice and cash flow right, cash flow leverage (the divergence between control right and cash flow right of controlling shareholders). The two ownership measures reflect alignment and expropriation incentives of controlling shareholders. This study also examines the effect of multiple large shareholders (MLSs) on CG practice. Design/methodology/approach The study uses publicly listed companies (PLCs) excluding those from the Indonesian finance sector during 2011-2013 as the samples of the study. Two-stages least squares regression models were used to test the simultaneous relations between CG practice and ownership structure variables. The study develops a CG instrument to measure CG practice based on ASEAN CG Scorecard, that comprehensively covers OECD CG principles and that can be used for panel data. Findings CG practice has a positive influence on cash flow right and has a marginally negative impact on cash flow leverage, while cash flow right and cash flow leverage have a marginally negative impact on CG practice. Further, the existence of large MLS complements CG practice, but as the control right of the second largest shareholders becomes closer to the largest shareholder, the complement relation becomes less important. State- or foreign-controlled PLCs practice better CG than other PLCs. Research limitations/implications Studies on CG/ownership structure need to treat CG and ownership structure as endogenous variables in their research design. In addition, the level of rule of law in a country should be taken into account when examining the relation between CG and ownership structure. The interrelation among CG, ownership structure, capital structure and firm performance has been studied in the context of dispersed ownership structure and strong rule of law. Thus, future study needs to examine the interrelation among these four concepts in countries with high concentrated ownership and weak rule of law. Practical implications To minimize the risk of expropriation, investors in the capital market need to select shares of PLCs that practice CG suitable for the ownership structure of PLCs, have high ownership by the largest shareholder and have no divergence between control and ownership right, and or have MLSs. PLCs may need to choose the level of CG mechanism in the context of their ownership structure and consider the benefits and costs implementing them. Social implications The study supports the “one size does not fit all” perspective on CG and, thus, it supports the recently enacted financial service authority (FSA) rule requiring PLCs to follow the “comply or explain” rule on the CG code for PLCs. The FSA needs to enforce the compliance of PLCs with CG rules and encourage PLCs to implement CG in substance, not just in form. To strengthen the positive impact of good CG practice in attracting investments in capital market, the regulator needs to improve investor protection rules and ensure strong rule of law. Originality/value The study is the first to examine the simultaneous relation between CG practice and both cash flow right and cash flow leverage of the largest shareholder. It is also the first that investigates the impact of MLS on CG practice. It explores the complement and substitution relation between the two concepts in reducing agency costs. In term of research design, the study develops a CG instrument that is based on OECD CG principles, that can be used for panel data and that uses public information.
Indonesian firms are characterized by conglomeration that tends to conduct related party transaction (RPT). Extant academic literature provides two competing views on RPTs: the efficient transaction hypothesis and the conflict of interest hypothesis. The purpose of this study is to investigate RPT from the point of view of the conflict of interest hypothesis. Specifically, this study examines the size of RPT which is performed by majority shareholders to expropriate minority shareholders. The size of RPT measures the direct influence of RPT on shareholders' wealth. In this study, the size of RPT is measured by RPT transactions of assets plus liabilities (RPTAL) and sales plus expenses (RPTSE) relative to book value of equity. Furthermore, this study investigates whether RPTAL and RPSE are determined by CG practices, disclosure of RPT, and ownership structure. This study cannot find the influence of CG on size of RPTAL and RPTSE. The results of the study also show that only disclosure of RPT and ownership structure that have positive impact on size of RPTSE. Disclosure of RPT increases more efficient RPTSE than abusive RPTSE. This study find that the relationship between the disclosure and RPTAL is insignificant as efficient RPTAL does not dominate abusive RPTAL, while concentrated ownership has a positive impact on abusive RPTSE.
is a research fellow at FEUI. She is also a lecturer in the Bachelor and Master programs at FEUI. Her areas of interest include investment in capital markets, corporate finance and corporate governance. She has authored a number of articles and papers and has presented her research works in international as well as national conference/seminars. Sidharta Utamais a full professor at the University of Indonesia (UI) and is the chairman of the management board of the Indonesian Institute for Corporate Directorship, an NGO aiming to advance good corporate governance practices in Indonesia. He obtained his undergraduate degree in accounting from UI, MBA in finance and information systems from Indiana University, and PhD in accounting from Texas A&M University in 1996. He obtained professional certification as a chartered financial analyst in 1999. At present, he serves as a member of the Tax Oversight Committee, Ministry of Finance, and as a member of the audit committee in a number of listed companies in Indonesia.ABSTRACT This study aims to investigate whether (a) corporate governance (CG) practice has a negative impact on size of Related Party Transactions (RPTs); (b) size of RPTs affects firm value; and (c) better corporate governance practice and higher disclosure on RPTs reduce the negative impact of size of RPTs on firm value. Our sample covers listed companies at the Indonesian Stock Exchange during 2005-2007. We document that better CG significantly reduces the size of RP liabilities and marginally lowers the size of RP assets. Consistent with these findings, we find that size of RPTs has a positive impact on firm value when the transaction involves loans/borrowings from related parties and that it has no impact on firm value when the transaction involves asset placements in related parties. Finally, we find that for companies with less than full disclosure of RPTs, size of RP assets has a negative effect on firm value.
The aim of this study is to examine the existence of causality between corporate governance practice and performance of commercial banks in Indonesia. We also investigate the influence of age, capital adequacy, and type of commercial banks on bank performance and examine the influence of the bank size, foreign ownership, and listing status on corporate governance practice. The result shows that corporate governance practice, bank size and capital adequacy ratio have positive influences on bank performance in Indonesia. However, bank performance does not influence corporate governance practice. This study also finds that regional banks have better performance than private banks. The results of the study support the Central Bank’s efforts to enhance CG practices in the banking sector, to strenghten banks’ capital base and its policy to encourage banks to merge to become larger.
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