Professional Documents
Culture Documents
Managerial Risk Aversion Agency Conflicts
Managerial Risk Aversion Agency Conflicts
OWNERSHIP STRUCTURES AND TYPE II AGENCY COSTS/ Struktur Kepemilikan dan badan type II
So far, the chapter has focused on firms with a distinct separation of ownership and control.
In the Jensen and Meckling (1976) scenario, managers expropriate wealth from shareholders due to
incomplete contracting between the principals and their agents. One question that must be
addressed is whether the Jensen and Meckling agency cost theory holds true across all firms. Clearly,
the theory has intuitive appeal and many of the implications of the theory are testable. However,
the base case of zero agency cost, where there is one managerial owner, is problematic to observe in
reality. Thus, estimating agency costs in owner-managed firms was, until relatively recently, an issue
that finance theory had not sufficiently addressed. Using a sample of small U.S. corporations, Ang,
Cole, and Lin (2000) empirically analyze this issue. They show that agency costs are higher both
where outside managers are being employed and where there are more nonmanager shareholders,
and increase as managerial share ownership decreases. As a result, the predictions of Jensen and
Meckling’s principal agent model clearly affect firms in reality, at least in the United States.
Ownership and control are two important factors in examining corporate structures but they
have very different implications for the firm. In a corporate environment with weak investor
protection, the benefits that can accrue for controlling shareholders are substantial. As La Porta et
al. (2000, 13) state, “When the insiders actually do expropriate, the so-called private benefits of
control become a substantial share of the firm’s value.”
Type I agency problems can be succinctly summed up as a situation whereby managers do not
always act in the best interests of shareholders. There are many reasons such problems do not exist
(or are not as prevalent) in family-owned firms. First, family owners do not hold a diversified
portfolio and their personal wealth is highly correlated to the success or failure of the firm. For
example, for the Forbes 400 Wealthiest Americans, Anderson and Reeb (2003a) find that, on
average, more than 69 percent of individuals’ wealth is dependent on their controlling stakes in
corporations.
Type II agency problems occur as a consequence of conflicts between controlling and noncontrolling
shareholders. One scenario where this occurs is through the ownership of dual-class shares.
Founding family owners may have substantial control over the firm despite owning only a small
fraction of the total shares in issue. For example, Google has both A-Class shares held by the
founders and BClass shares held by public investors. Given that A-Class shares have 10 votes and B-
Class shares have only 1 vote per share, founder members have a level of voting power that exceeds
their cash flow rights.
Controlling family ownership may also lead to suboptimal investment decisions. As noted earlier,
one of the investment goals of family firms is likely to be intergenerational ownership transfers. This
can also be viewed as a nonpecuniary benefit of control because utility may be derived by passing
the firm from one generation to the next (Andres 2008). Consequently, controlling family members
may tend to be more risk averse to ensure that this event transpires.
One consequence of the succession motive of family firms is that as the firm passes from one
generation to the next, a loss of talent and expertise occurs. Morck et al. (2000) argue that much of
the talent and skill that led to success is only partially transferred from one generation to the next.
Consequently, skill and talent revert towards the mean over time. As a result of successive
intergenerational transfers of the firm, firm performance will decrease and adversely affect small
shareholders.