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Corporate governance transfers: the case of mergers and acquisitions

Tanveer Hussain, Tunyi Tunyi Abongeh Orcid Logo, Jacob Agyemang

International Journal of Disclosure and Governance

Swansea University Author: Tunyi Tunyi Abongeh Orcid Logo

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Abstract

We study changes in corporate governance around mergers and acquisitions by comparing the ex-post corporate governance of the combined firm with the ex-ante weighted average governance of the bidder and target. We find that when the quality of the bidder governance is better than the target before t...

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Published in: International Journal of Disclosure and Governance
ISSN: 1741-3591 1746-6539
Published: Springer Science and Business Media LLC 2023
Online Access: Check full text

URI: https://cronfa.swan.ac.uk/Record/cronfa65367
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Abstract: We study changes in corporate governance around mergers and acquisitions by comparing the ex-post corporate governance of the combined firm with the ex-ante weighted average governance of the bidder and target. We find that when the quality of the bidder governance is better than the target before the acquisition, the ex-post corporate governance quality of the combined firm is better than the ex-ante weighted average of each firm. We document post-acquisition improvement in the combined firm’s board independence, audit committee independence, stock compensation, and minority shareholders protection, proposing that these firm-level attributes serve as potential channels to explain better corporate governance quality of the combined firm. The operating performance of the combined firm also improves when the bidder’s pre-deal governance quality is better than the target. Our results support the portability theory of corporate governance, suggesting that poorly governed targets are better off if acquired by better-governed bidders.
Keywords: Firm corporate governance , Combined firm, Mergers and acquisitions, Portability theory, Operatingperformance
College: Faculty of Humanities and Social Sciences
Funders: The work is done without any financial support.