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Information Disclosure and Corporate Governance

  • Hermalin, Benjamin E.

    ()

    (University of California)

  • Weisbach, Michael S.

    ()

    (Ohio State University)

In public-policy discussions about corporate disclosure, more is typically judged better than less. In particular, better disclosure is seen as a way to reduce the agency problems that plague firms. We show that this view is incomplete. In particular, our theoretical analysis shows that increased disclosure is a two-edged sword: More information permits principals to make better decisions; but it can, itself, generate additional agency problems and other costs for shareholders, including increased executive compensation. Consequently, there can exist a point beyond which additional disclosure decreases firm value. We further show that larger firms will tend to adopt stricter disclosure rules than smaller firms, ceteris paribus. Firms with better disclosure will tend, all else equal, to employ more able management. We show that governance reforms that have imposed greater disclosure could, in part, explain recent increases in both CEO compensation and CEO turnover rates.

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Paper provided by Institute for Financial Research in its series SIFR Research Report Series with number 76.

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Length: 41 pages
Date of creation: 21 Sep 2010
Date of revision: 01 Jun 2011
Publication status: Forthcoming as Hermalin, Benjamin E. and Michael S. Weisbach, 'Information Disclosure and Corporate Governance' in Journal of Finance.
Handle: RePEc:hhs:sifrwp:0076
Note: Please find updated version on http://fisher.osu.edu/fin/faculty/weisbach/wpapers.html
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