Abstract
For a panel of 1880 firms across 21 countries from 2004 to 2008, the impact of firm-level and country-level governance on payout policy is consistent with the La Porta et al. (J Finance 60(1):1–33, 2000) outcome model. In weak legal regimes, dividends increase in firm-level governance. In strong legal regimes, dividends decrease in firm-level governance while share repurchases increase, substituting tax-efficient, flexible share repurchases for rigid dividends. Consistent with the outcome model, payout decreases in growth opportunities when firm-level and country-level governance are high. These results are robust to an instrumental variable approach and alternative firm-level and country-level governance measures.
Similar content being viewed by others
Notes
Chang et al. (2018, Table 12) consider repurchase payout ratios as an extension but do not find a statistically significant relation between firm-level governance and repurchase payout ratios.
DeAngelo et al. (2008, §12) discuss dividend taxation.
For example, Brav et al. (2005, Table 2) provide survey evidence that 88.1% of chief financial officers say reducing dividends has negative consequences, and 65.4% would not reduce dividends to fund a new project. Other advantages of share repurchases include exploiting share undervaluation, removing low valuation shareholders, increasing ownership concentration, removing block holders, and preserving executive stock option values. DeAngelo et al. (2008, §13) discuss the advantages of share repurchases relative to dividends.
La Porta et al. (2000) motivate a large literature on country-level governance. For example, Pinkowitz et al. (2006) use Fama and French (1998) valuation regressions to determine the marginal value of cash and dividends worldwide. They hypothesize that, because minority shareholders fear expropriation by majority shareholders, minority shareholders in weak legal regimes value dividends more than cash. They find support for their hypothesis.
Other studies consider other aspects of payout and governance. Lee (2011) examines the firm valuation effects of dividends in the context of firm-level governance. He finds that the market more highly values dividends paid by firms with greater antitakeover protections. Tanyi et al. (2021) find that higher dividend payout is associated with fewer negative or withheld votes during annual board of director elections.
RiskMetrics covers U.S. firms that are members of the following indexes: Standard and Poors’ (S&P) 500; S&P Small Cap 600; and Russell 3,000. RiskMetrics also covers non-U.S. firms that are members of the following major stock indexes: MSCI Europe, Australasia, and Far East Index (MSCI EAFE), which covers 1,000 stocks in 21 developed countries outside North America; FTSE All Share Index, which consists of FTSE 100, FTSE 250, and FTSE SmallCap indexes; FTSE AllWorldDeveloped index, which consists of the largest firms in developed markets; and S&P/TSX index of the Toronto Stock Exchange. The Gov41 data are available at https://novafinance.pt/download_file/view/196/191.
Board measures board of directors characteristics such as board independence, the composition of committees, size, transparency, and how the board conducts its work. Audit measures the independence of the audit committee and the role of auditors. Antitakeover measures dual-class structure, the role of shareholders, poison pills, and blank check preferred. Compensation and ownership measures executive and director compensation on issues related to options, stock ownership and loans, and how compensation is set and monitored. RiskMetrics sets each of these 41 indicator variables to 1 if the firm exceeds some minimum level and 0 otherwise. Unlike the revised anti-director index and anti-self-dealing index (Djankov et al. 2008), Gov41 has cross-sectional and time-series variation within a country. Some attributes may matter more than others, but linear combinations of binary governance attributes have a foundation in the literature ( Gompers et al. 2003; Bebchuk et al. 2009). Any noise should make it more difficult to find a statistical relation between Gov41 and payout policy.
One previous year is necessary to generate total asset and sales growth rates.
Gov41 is available for many U.S. firms, but dropping U.S. firms prevents a “horse and rabbit stew” problem. Untabulated results for U.S. firms are similar to those for other common law country firms.
I follow La Porta et al. (2000) and do not differentiate between civil law origins. Civil law countries are those without English legal origins.
Untabulated results with firm random effects, year fixed effects, and standard errors clustered by firm are similar (e.g., von Eije and Megginson 2008).
Note that Poisson regressions with fixed effects require variation in the dependent variable within fixed effect groups. Therefore, Poisson regressions drop fixed effect groups that are either singletons or have no variation in the dependent variable. As a result, Poisson regressions may include fewer than the 7,403 observations in Tables 1 and 2.
My main results are similar if I use the leave-out average of Gov41 by country-industry-year, where I base industry on either one-digit SIC codes or Fama and French (1997, 12 industries). However, I use a U.K. director as an alternative firm-level governance measure in my robustness tests. The U.K. director indicator requires the leave-out average of Gov41 by country-year to identify regressions. For simplicity, I use the leave-out average of Gov41 by country-year level as my IV throughout.
The control function IV approach addresses endogeneity by including the first-stage regression residuals as independent variables in the second stage ( Wooldridge 2010, §18.3.1). These results—and the probit results in Sect. 4.2—are similar to linear regression results. Linear regressions allow a conventional IV approach but do not consider that payout ratios are non-negative. Section 5.2 discusses these results, and Table IA.1A in the Internet Appendix tabulates them.
Stock market development (market/GDP) is a static country-level variable and absorbed by firm fixed effects.
Like Poisson regressions, probit regressions with fixed effects require variation in the dependent variable within fixed effect groups. Therefore, probit regressions drop fixed effect groups that are either singletons or have no variation in the dependent variable. As a result, probit regressions may include fewer than the 7,403 observations in Tables 1 and 2.
None of the individual components of the anti-self-dealing index interacted with firm-level governance has a consistent relation with payout policy in untabulated results.
It would be interesting to select several individual attributes, but Aggarwal et al. (2011) only provide aggregated Gov41. Chang et al. (2018, Table 11) test 7 of the 41 components of Gov41 and find that some matter more than others in setting dividend payout ratios. They find that more shareholder-friendly board structures and audit processes are associated with higher dividend levels.
Table 7 only presents results for a U.K. director indicator as an alternative firm-level governance measure for brevity. Results are qualitatively similar with a U.S. director indicator, although with weaker statistical significance in some cases. This weaker statistical significance may be because U.K. directors are more common in my sample than U.S. directors by 2577 to 1423.
In untabulated results, the correlations between Gov41 and U.K. director is 26.8% in levels and 0.2% in changes.
I omit the four second-stage coefficient estimates for the first-stage residuals to conserve space.
I calculate dA/A marginal effects at a Gov41 value of 0.61, the 75th percentile for common law firms. Marginal effects are larger in magnitude at a Gov41 value of 1, the maximum possible value.
Lin and Lee (2020) show that firms with smoother dividends have greater earnings persistence, earnings growth, and pricing multiples on earnings. Their results suggest that smoothed dividends have incremental explanatory power over dividend payout for signaling future earnings. However, I limit my analysis to payout smoothing in the context of governance.
I trim the estimated speeds of adjustment at 2% and 98% instead of 1% and 99% to reduce outliers.
References
Adams RB, Hermalin BE, Weisbach MS (2010) The role of boards of directors in corporate governance: a conceptual framework and survey. J Econ Lit 48(1):58–107
Aggarwal R, Erel I, Ferreira MA, Matos P (2011) Does governance travel around the world? Evidence from institutional investors. J Financ Econ 100(1):154–181
Aggarwal R, Erel I, Stulz RM, Williamson R (2010) Differences in governance practices between US and foreign firms: measurement, causes, and consequences. Rev Financ Stud 23(3):3131–3169
Alzahrani M, Lasfer M (2012) Investor protection, taxation, and dividends. J Corp Finance 18(4):745–762
Amihud Y, Li K (2006) The declining information content of dividend announcements and the effects of institutional holdings. J Financ Quant Anal 41(3):637–660
Angrist JD, Pischke J-S (2008) Mostly harmless econometrics: an empiricist’s companion. Princeton University Press, Princeton
Bebchuk LA, Cohen A, Ferrell A (2009) What matters in corporate governance? Rev Financ Stud 22(2):783–827
Black F (1976) The dividend puzzle. J Portf Manag 2(2):5–8
Brav A, Graham JR, Harvey CR, Michaely R (2005) Payout policy in the 21st century. J Financ Econ 77(3):483–527
Chang B, Dutta S (2012) Dividends and corporate governance: Canadian evidence. J Appl Finance 18(4):1–27
Chang B, Dutta S, Saadi S, Zhu PC (2018) Corporate governance and dividend payout policy: beyond country-level governance. J Financ Res 41(4):445–484
Chang K, Kang E, Li Y (2016) Effect of institutional ownership on dividends: an agency-theory-based analysis. J Bus Res 69(7):2551–2559
Chetty R, Saez E (2005) Dividend taxes and corporate behavior: evidence from the 2003 dividend tax cut. Q J Econ 120(3):791–833
Cragg JG, Donald SG (1993) Testing identifiability and specification in instrumental variables models. Econom Theory 9:222–240
Dahya J, McConnell JJ, Travlos NG (2002) The Cadbury committee, corporate performance, and top management turnover. J Finance LVI I(1):461–483
DeAngelo H, DeAngelo L, Skinner DJ (2008) Corporate payout policy. Found Trends Finance 3:95–287
DeAngelo H, DeAngelo L, Stulz RM (2006) Dividend policy and the earned/contributed capital mix: a test of the life-cycle theory. J Financ Econ 81(2):227–254
Denis DJ, Osobov I (2008) Why do firms pay dividends? International evidence on the determinants of dividend policy. J Financ Econ 89(1):62–82
Djankov S, La Porta R, Lopez-de Silanes F, Shleifer A (2008) The law and economics of self-dealing. J Financ Econ 88(3):430–465
Doidge C, Karolyi GA, Lins KV, Miller DP, Stulz RM (2009) Private benefits of control, ownership, and the cross-listing decision. J Finance 64(1):425–466
Doidge C, Karolyi GA, Stulz RM (2004) Why are foreign firms listed in the U.S. worth more? J Financ Econ 71(2):205–238
Doidge C, Karolyi GA, Stulz RM (2007) Why do countries matter so much for corporate governance? J Financ Econ 86(1):1–39
Easterbrook FH (1984) Two agency-cost explanations of dividends. Am Econ Rev 74(4):650–659
Fama EF, French KR (1997) Industry costs of equity. J Financ Econ 43(2):153–193
Fama EF, French KR (1998) Taxes, financing decisions, and firm value. J Finance 53(3):819–843
Fama EF, French KR (2001) Disappearing dividends: changing firm characteristics or lower propensity to pay? J Financ Econ 60(1):3–43
Fama EF, French KR (2002) Testing trade-off and pecking order predictions about dividends and debt. Rev Financ Stud 15(1):1–33
Ferreira MA, Matos P (2008) The colors of investors’ money: the role of institutional investors around the world. J Financ Econ 88(3):499–533
Francis BB, Hasan I, John K, Song L (2011) Corporate governance and dividend payout policy: a test using antitakeover legislation. Financ Manag 40(1):83–112
Gompers P, Ishii J, Metrick A (2003) Corporate governance and equity prices. Q J Econ 118(1):107–156
Gugler K (2003) Corporate governance, dividend payout policy, and the interrelation between dividends, R&D, and capital investment. J Bank Finance 27(7):1297–1321
Hermalin BE, Weisbach MS (2001) Boards of directors as an endogenously determined institution: a survey of the economic literature. Technical report, National Bureau of Economic Research
Jacob M, Jacob M (2013) Taxation, dividends, and share repurchases: taking evidence global. J Financ Quant Anal 48(4):1241–1269
Javakhadze D, Ferris SP, Sen N (2014) An international analysis of dividend smoothing. J Corp Finance 29:200–220
Jensen MC (1986) Agency costs of free cash flow, corporate finance, and takeovers. Am Econ Rev 76(2):323–329
John K, Kadyrzhanova D (2008) Peer effects in corporate governance. Stern School of Business, New York University Working Paper
John K, Knyazeva A, Knyazeva D (2015) Governance and payout precommitment. J Corp Finance 33:101–117
John K, Litov LP (2010) Managerial entrenchment and capital structure: new evidence. J Empir Legal Stud 7(4):693–742
Klapper LF, Love I (2004) Corporate governance, investor protection, and performance in emerging markets. J Corp Finance 10(5):703–728
Kleibergen F, Paap R (2006) Generalized reduced rank tests using the singular value decomposition. J Econom 133:97–126
La Porta R, Lopez-de Silanes F, Shleifer A, Vishny RW (1997) Legal determinants of external finance. J Finance 52(3):1131–1150
La Porta R, Lopez-de Silanes F, Shleifer A, Vishny RW (1998) Law and finance. J Polit Econ 106(6):1113
La Porta R, Lopez-de Silanes F, Shleifer A, Vishny RW (2000) Agency problems and dividend policies around the world. J Finance 60(1):1–33
Leary MT, Michaely R (2011) Determinants of dividend smoothing: empirical evidence. Rev Financ Stud 24(10):3197–3249
Leary MT, Roberts MR (2014) Do peer firms affect corporate financial policy? J Finance 69(1):139–178
Lee WJ (2011) Managerial entrenchment and the value of dividends. Rev Quant Financ Acc 36(2):297–322
Leuz C, Lins KV, Warnock FFE (2008) Do foreigners invest less in poorly governed firms? Rev Financ Stud 22(8):3245–3285
Lin JJ, Lee CF (2020) Does managerial reluctance of dividend cuts signal future earnings? Rev Quant Financ Acc 56(2):453–478
Lintner J (1956) Distribution of incomes of corporations among dividends, retained earnings, and taxes. Am Econ Rev 46(2):97–113
Miletkov M, Poulsen A, Babajide Wintoki M (2017) Foreign independent directors and the quality of legal institutions. J Int Bus Stud 48(2):267–292
Mitton T (2004) Corporate governance and dividend policy in emerging markets. Emerg Mark Rev 5(4):409–426
Pinkowitz L, Stulz RM, Williamson R (2006) Does the contribution of corporate cash holdings and dividends to firm value depend on governance? A cross-country analysis. J Finance 61(6):2725–2751
Pinkowitz L, Stulz RM, Williamson R (2016) Do U.S. firms hold more cash than foreign firms do? Rev Financ Stud 29(2):309–348
Shamsabadi HA, Min BS, Chung R (2016) Corporate governance and dividend strategy: lessons from Australia. Int J Manag Finance 12(5):583–610
Skinner DJ (2008) The evolving relation between earnings, dividends, and stock repurchases. J Financ Econ 87(3):582–609
Spamann H (2010) The “antidirector rights index’’ revisited. Rev Financ Stud 23(2):467–486
Stock JH, Yogo M (2002) Testing for weak instruments in linear IV regression
Tanyi P, Smith DB, Cheng X (2021) Does firm payout policy affect shareholders’ dissatisfaction with directors? Rev Quant Financ Acc
von Eije H, Megginson WL (2008) Dividends and share repurchases in the European Union. J Financ Econ 89(2):347–374
Wooldridge JM (2010) Econometric analysis of cross section and panel data, 2nd edn. The MIT Press, Cambridge
Acknowledgements
This paper has benefited from the helpful comments and suggestions of Cheng-Few Lee, two anonymous reviewers, Jennifer Bethel, Donal Byard, Liqiang Chen, Jay Dahya, Jian Hua, Laurie Krigman, Kin-Wai Lee, Rajarishi Nahata, Jérôme Taillard, Joseph Weintrop, and seminar participants at Baruch College, the 2017 Financial Management Association Annual Meeting, and the 28th Annual Conference on Pacific Basin Finance, Economics, Accounting, and Management.
Author information
Authors and Affiliations
Corresponding author
Additional information
Publisher's Note
Springer Nature remains neutral with regard to jurisdictional claims in published maps and institutional affiliations.
Supplementary Information
Rights and permissions
About this article
Cite this article
Herron, R. Payout policy and the interaction of firm-level and country-level governance. Rev Quant Finan Acc 58, 1–39 (2022). https://doi.org/10.1007/s11156-021-00986-1
Accepted:
Published:
Issue Date:
DOI: https://doi.org/10.1007/s11156-021-00986-1