IDEAS home Printed from https://ideas.repec.org/a/bla/joares/v47y2009i2p459-506.html
   My bibliography  Save this article

Unintended Consequences of Granting Small Firms Exemptions from Securities Regulation: Evidence from the Sarbanes‐Oxley Act

Author

Listed:
  • FENG GAO
  • JOANNA SHUANG WU
  • JEROLD ZIMMERMAN

Abstract

This paper provides evidence about the unintended consequences arising when small companies are exempted from costly regulations—these firms have incentives to stay small. Between 2003 and 2008, the SEC postponed compliance with Section 404 of the Sarbanes‐Oxley Act of 2002 (SOX) for “non‐accelerated filers” (firms with public float less than $75 million). We hypothesize and find that some of these firms had an incentive to remain below this bright line threshold. Moreover, we document that these firms remained small by undertaking less investment, making more cash payouts to shareholders, reducing the number of shares held by non‐affiliates, making more bad news disclosures, and reporting lower earnings than control firms. Finally, there is no evidence that firms remaining small are doing so to maintain insiders' private control benefits. These findings have implications beyond SOX because numerous federal and state regulations exempt small firms via bright line size thresholds.

Suggested Citation

  • Feng Gao & Joanna Shuang Wu & Jerold Zimmerman, 2009. "Unintended Consequences of Granting Small Firms Exemptions from Securities Regulation: Evidence from the Sarbanes‐Oxley Act," Journal of Accounting Research, Wiley Blackwell, vol. 47(2), pages 459-506, May.
    • Handle: RePEc:bla:joares:v:47:y:2009:i:2:p:459-506
    DOI: 10.1111/j.1475-679X.2009.00319.x
    as

    Download full text from publisher

    File URL: https://doi.org/10.1111/j.1475-679X.2009.00319.x
    Download Restriction: no
    File URL: https://libkey.io/10.1111/j.1475-679X.2009.00319.x?utm_source=ideas
    LibKey link: if access is restricted and if your library uses this service, LibKey will redirect you to where you can use your library subscription to access this item
    ---><---

    References listed on IDEAS

    as
    1. Edward C. Norton & Hua Wang & Chunrong Ai, 2004. "Computing interaction effects and standard errors in logit and probit models," Stata Journal, StataCorp LP, vol. 4(2), pages 154-167, June.
    2. Beaver, William & Lambert, Richard & Morse, Dale, 1980. "The information content of security prices," Journal of Accounting and Economics, Elsevier, vol. 2(1), pages 3-28, March.
    3. Leuz, Christian & Triantis, Alexander & Yue Wang, Tracy, 2008. "Why do firms go dark? Causes and economic consequences of voluntary SEC deregistrations," Journal of Accounting and Economics, Elsevier, vol. 45(2-3), pages 181-208, August.
    4. Rachel M. Hayes, 2009. "Discussion of Unintended Consequences of Granting Small Firms Exemptions from Securities Regulation: Evidence from the Sarbanes‐Oxley Act," Journal of Accounting Research, Wiley Blackwell, vol. 47(2), pages 507-518, May.
    5. Joseph D. Piotroski & Suraj Srinivasan, 2008. "Regulation and Bonding: The Sarbanes‐Oxley Act and the Flow of International Listings," Journal of Accounting Research, Wiley Blackwell, vol. 46(2), pages 383-425, May.
    6. George J. Stigler, 1971. "The Theory of Economic Regulation," Bell Journal of Economics, The RAND Corporation, vol. 2(1), pages 3-21, Spring.
    7. Seyhun, H. Nejat, 1986. "Insiders' profits, costs of trading, and market efficiency," Journal of Financial Economics, Elsevier, vol. 16(2), pages 189-212, June.
    8. Qiang Cheng & Kin Lo, 2006. "Insider Trading and Voluntary Disclosures," Journal of Accounting Research, Wiley Blackwell, vol. 44(5), pages 815-848, December.
    9. Kothari, S. P. & Sloan, Richard G., 1992. "Information in prices about future earnings : Implications for earnings response coefficients," Journal of Accounting and Economics, Elsevier, vol. 15(2-3), pages 143-171, August.
    10. Leuz, Christian, 2007. "Was the Sarbanes-Oxley Act of 2002 really this costly? A discussion of evidence from event returns and going-private decisions," Journal of Accounting and Economics, Elsevier, vol. 44(1-2), pages 146-165, September.
    11. Fama, Eugene F. & French, Kenneth R., 1993. "Common risk factors in the returns on stocks and bonds," Journal of Financial Economics, Elsevier, vol. 33(1), pages 3-56, February.
    12. Bengt Holmstrom & Steven N. Kaplan, 2003. "The State Of U.S. Corporate Governance: What'S Right And What'S Wrong?," Journal of Applied Corporate Finance, Morgan Stanley, vol. 15(3), pages 8-20, March.
    13. John C. Coates IV, 2007. "The Goals and Promise of the Sarbanes-Oxley Act," Journal of Economic Perspectives, American Economic Association, vol. 21(1), pages 91-116, Winter.
    14. Haidan Li & Morton Pincus & Sonja Olhoft Rego, 2008. "Market Reaction to Events Surrounding the Sarbanes-Oxley Act of 2002 and Earnings Management," Journal of Law and Economics, University of Chicago Press, vol. 51(1), pages 111-134, February.
    15. Gustavo Grullon & Roni Michaely, 2002. "Dividends, Share Repurchases, and the Substitution Hypothesis," Journal of Finance, American Finance Association, vol. 57(4), pages 1649-1684, August.
    16. Doyle, Jeffrey & Ge, Weili & McVay, Sarah, 2007. "Determinants of weaknesses in internal control over financial reporting," Journal of Accounting and Economics, Elsevier, vol. 44(1-2), pages 193-223, September.
    17. Jennifer L. Blouin & Jana Smith Raedy & Douglas A. Shackelford, 2004. "Did Dividends Increase Immediately After the 2003 Reduction in Tax Rates?," NBER Working Papers 10301, National Bureau of Economic Research, Inc.
    18. Lakonishok, Josef & Lee, Inmoo, 2001. "Are Insider Trades Informative?," Review of Financial Studies, Society for Financial Studies, vol. 14(1), pages 79-111.
    19. Roberta Romano, 2004. "The Sarbanes-Oxley Act and the Making of Quack Corporate Governance," Yale School of Management Working Papers amz2653, Yale School of Management, revised 01 Jul 2005.
    20. Beaver, William & McNichols, Maureen & Price, Richard, 2007. "Delisting returns and their effect on accounting-based market anomalies," Journal of Accounting and Economics, Elsevier, vol. 43(2-3), pages 341-368, July.
    Full references (including those not matched with items on IDEAS)

    Most related items

    These are the items that most often cite the same works as this one and are cited by the same works as this one.
    1. Ana Albuquerque & Julie Lei Zhu, 2019. "Has Section 404 of the Sarbanes–Oxley Act Discouraged Corporate Investment? New Evidence from a Natural Experiment," Management Science, INFORMS, vol. 65(7), pages 3423-3446, July.
    2. Zhao, Qiuhong & Ziebart, David A., 2015. "SOX and bondholders' reliance on monitors," Research in Accounting Regulation, Elsevier, vol. 27(2), pages 129-137.
    3. Ahmed, Anwer S. & McAnally, Mary Lea & Rasmussen, Stephanie & Weaver, Connie D., 2010. "How costly is the Sarbanes Oxley Act? Evidence on the effects of the Act on corporate profitability," Journal of Corporate Finance, Elsevier, vol. 16(3), pages 352-369, June.
    4. Alexander, Cindy R. & Bauguess, Scott W. & Bernile, Gennaro & Lee, Yoon-Ho Alex & Marietta-Westberg, Jennifer, 2013. "Economic effects of SOX Section 404 compliance: A corporate insider perspective," Journal of Accounting and Economics, Elsevier, vol. 56(2), pages 267-290.
    5. Craig Doidge & G. Andrew Karolyi & René M. Stulz, 2010. "Why Do Foreign Firms Leave U.S. Equity Markets?," Journal of Finance, American Finance Association, vol. 65(4), pages 1507-1553, August.
    6. G. Andrew Karolyi, 2009. "Discussion of A Lobbying Approach to Evaluating the Sarbanes‐Oxley Act of 2002," Journal of Accounting Research, Wiley Blackwell, vol. 47(2), pages 585-595, May.
    7. Christian Leuz & Peter D. Wysocki, 2016. "The Economics of Disclosure and Financial Reporting Regulation: Evidence and Suggestions for Future Research," Journal of Accounting Research, Wiley Blackwell, vol. 54(2), pages 525-622, May.
    8. Doidge, Craig & Karolyi, G. Andrew & Stulz, Rene, 2008. "Why Do Foreign Firms Leave U.S. Equity Markets? An Analysis of Deregistrations under SEC Exchange Act Rule 12h-6," Working Paper Series 2008-14, Ohio State University, Charles A. Dice Center for Research in Financial Economics.
    9. DeFond, Mark & Zhang, Jieying, 2014. "A review of archival auditing research," Journal of Accounting and Economics, Elsevier, vol. 58(2), pages 275-326.
    10. Semih Tartaroglu & Michael Imhof, 2017. "Insider trading and response to earnings announcements: the impact of accelerated disclosure requirements," Review of Quantitative Finance and Accounting, Springer, vol. 49(2), pages 315-336, August.
    11. Lail, Bradley E., 2014. "Do cross-listers bond to U.S. markets? An examination of earnings quality around SOX," Advances in accounting, Elsevier, vol. 30(2), pages 354-366.
    12. Skaife, Hollis A. & Veenman, David & Wangerin, Daniel, 2013. "Internal control over financial reporting and managerial rent extraction: Evidence from the profitability of insider trading," Journal of Accounting and Economics, Elsevier, vol. 55(1), pages 91-110.
    13. Ray Ball, 2009. "Market and Political/Regulatory Perspectives on the Recent Accounting Scandals," Journal of Accounting Research, Wiley Blackwell, vol. 47(2), pages 277-323, May.
    14. Pham, Man Duy (Marty), 2022. "Management friendship and insider opportunism," International Review of Financial Analysis, Elsevier, vol. 84(C).
    15. Rahman, Dewan & Kabir, Muhammad & Oliver, Barry, 2021. "Does exposure to product market competition influence insider trading profitability?," Journal of Corporate Finance, Elsevier, vol. 66(C).
    16. Lee, Inmoo & Lemmon, Michael & Li, Yan & Sequeira, John M., 2014. "Do voluntary corporate restrictions on insider trading eliminate informed insider trading?," Journal of Corporate Finance, Elsevier, vol. 29(C), pages 158-178.
    17. Yael V. Hochberg & Paola Sapienza & Annette Vissing‐Jørgensen, 2009. "A Lobbying Approach to Evaluating the Sarbanes‐Oxley Act of 2002," Journal of Accounting Research, Wiley Blackwell, vol. 47(2), pages 519-583, May.
    18. Dey, Aiyesha, 2010. "The chilling effect of Sarbanes-Oxley: A discussion of Sarbanes-Oxley and corporate risk-taking," Journal of Accounting and Economics, Elsevier, vol. 49(1-2), pages 53-57, February.
    19. Stefan Arping & Zacharias Sautner, 2013. "Did SOX Section 404 Make Firms Less Opaque? Evidence from Cross†Listed Firms," Contemporary Accounting Research, John Wiley & Sons, vol. 30(3), pages 1133-1165, September.
    20. Zinat S. Alam & Mark A. Chen & Conrad S. Ciccotello & Harley E. Ryan, 2018. "Board Structure Mandates: Consequences for Director Location and Financial Reporting," Management Science, INFORMS, vol. 64(10), pages 4735-4754, October.

    More about this item

    Statistics

    Access and download statistics

    Corrections

    All material on this site has been provided by the respective publishers and authors. You can help correct errors and omissions. When requesting a correction, please mention this item's handle: RePEc:bla:joares:v:47:y:2009:i:2:p:459-506. See general information about how to correct material in RePEc.

    If you have authored this item and are not yet registered with RePEc, we encourage you to do it here. This allows to link your profile to this item. It also allows you to accept potential citations to this item that we are uncertain about.

    If CitEc recognized a bibliographic reference but did not link an item in RePEc to it, you can help with this form .

    If you know of missing items citing this one, you can help us creating those links by adding the relevant references in the same way as above, for each refering item. If you are a registered author of this item, you may also want to check the "citations" tab in your RePEc Author Service profile, as there may be some citations waiting for confirmation.

    For technical questions regarding this item, or to correct its authors, title, abstract, bibliographic or download information, contact: Wiley Content Delivery (email available below). General contact details of provider: http://www.blackwellpublishing.com/journal.asp?ref=0021-8456 .

    Please note that corrections may take a couple of weeks to filter through the various RePEc services.

    IDEAS is a RePEc service. RePEc uses bibliographic data supplied by the respective publishers.