Financial Decisions by Business Groups in India: Is it “Fair and Square”? Debarati Basu and Kaustav Sen Indian Institute of Management Calcutta Diamond Harbour Road, Joka, Kolkata 700104, INDIA August, 2012 Comments are welcome. Do not quote without permission. Address all correspondence to [email protected] or [email protected] Financial Decisions by Business Groups in India: Is it “Fair and Square”? Abstract Using a large sample of business group affiliated firms in India, we investigate if insiders expropriate outside shareholders. Our study revisits three important business decisions: capital investments, dividend policies and corporate performance reporting. We do not assume business groups are organized as pyramids and use the one share-one vote rule for our analyses. To examine if expropriation exists, we focus on how the deviation of a firm’s insider ownership and other attributes from that of the group affect these three decisions. First, we find that firms with high insider ownership make lower group investments and pay lower dividends. Second, we find that high insider ownership firms receive capital even when they have low growth opportunities or are suffering losses. There is only one exception to this rule: large unprofitable firms get funding even when insider ownership is low. Third, we find that insiders behave opportunistically in managing firm performance and transfer volatility from firms where their ownership is high to other group firms. Taken together, our findings indicate that business group insiders expropriate other shareholders, even without assuming that business groups are organized as pyramids. JEL: G15, G34 Keywords: Business Groups, Dividends, Expropriation 2 1. Introduction There is a large literature that has examined whether control rights in excess of cash flow rights, often referred to as wedge, explain the behavior of insider owners within business groups. The underlying assumption in this literature is that business groups are organized as pyramids, allowing insiders to have more control over the assets of a firm than what they really own. Khanna and Yafeh (2007) question this assumption and suggest that not all business groups around the world are pyramids. If that is true, then the wedge measure may not be the appropriate metric to use. Among the nine East-Asian countries examined, Classens et al. (2000) find that the median value of the cash flow to control rights ratio equals one in majority of the countries. Masulis et al. (2011) finds that of the 194 family group firms identified by them in India, only 6.34 percent are part of a pyramid 1. In this paper, we do not assume a pyramidal structure and instead assume insiders focus on the deviation of a particular firm’s attributes from that of the group as a whole in taking their decisions. Using this alternative lens, we examine if insiders expropriate outside shareholders. There is a unique benefit to our approach of using firm attributes relative to the group as a whole. It starts from the premise that business group insiders take the view that they hold a portfolio of businesses. Their decision to vertically integrate which gives rise to cross holdings and pyramids, or their decision to diversify into unrelated industries similar to a conglomerate, can be driven by different considerations. However, given either organizational form, viewing each firm relative to its group should play an important role in various corporate decisions that insiders can influence. Our approach allows us to study the effect of variation of cash flow rights of insiders across firms on variation of corporate decisions within each business group. There are many ways in which business group insiders can expropriate the wealth of other shareholders. They may deviate from an appropriate dividend policy befitting the fundamental characteristics of the firm. Paying lower dividends and retaining more cash in the firm gives the insiders control over economic resources in excess of the norm (see La Porta et al., 1999). They may also transfer capital from one firm to another even though it may not be in the best interests of the other stakeholders, commonly known as tunneling (e.g. Johnson et al., 2000). These can be accomplished using varied transactions, such as loans or inter-corporate investments, asset sales or purchases or other related party transactions. A slightly different behavior that eventually helps expropriate is to manage earnings and transfer performance across firms with different cash flow rights (see Bertrand et al, 2002). 1 Table 2 in Masulis et al. (2011) indicates that India lies almost in the bottom quartile of the forty-five countries studied in terms of the number of listed firms where ownership and control diverge. 3 It is also possible that a different type of incentive, not indicating expropriation, exists in certain settings. This may be driven by reputation or internal capital market considerations. Perhaps, higher dividends are paid out when insider ownership is high (see La Porta et al., 1999). Faccio et al. (2001) find this to be true for business groups in Western Europe and attribute it to better shareholder protection rights. Business groups may also perform the function of internal capital markets (Gopalan et al., 2011). Thus intercorporate capital transfers are made not due to the vested interests of the insider but to maintain the group’s reputation. Our approach to examining firm level decisions as deviations from the group level makes it easier to resolve this alternative explanation for any observed results as well. In line with the insider behavior described above, we look for evidence of expropriation by examining dividend and inter-company financing and investing activities of firms. India has witnessed instances of expropriation, as defined above. In the late 1990s, Kalyani Steel was investigated by the Serious Fraud Investigation Office (SFIO)2 for having more than two-thirds of its net worth invested in group companies and subsidiaries, yielding a return less than 1 percent. In 2004, SFIO started an investigation of Daewoo India following charges of accounts manipulation and records falsification to enable siphoning of funds to group companies through illegal inter-corporate deposits. Similarly, in 2005, Mardia Chemicals, the flagship company of Mardia Group was found falsifying accounts and violating sections 77 and 297 3 of the Companies Act, 1956; it owed over INR 1450 crores to twenty-two lenders, including banks and insurance companies.4 We restrict our analysis to business group firms since we want to understand the intra-group decisions taken by such insiders. Additionally, we focus on a sample of Indian firms only, primarily due to two reasons. First, business groups have been around in India for a long time and still continue to play an important role in the country’s economy. This together with the fact that India is a large emerging economy, that by some estimates will eventually play a dominant role in the global economy, makes it an important setting to examine. Second, India has the largest number of business group affiliated firms for a single country (1821 during 1990-97, Table 1, Khanna and Yafeh, 2007). So the possibility of variation in the organizational form of a business group in India is higher. Using our approach for evaluating business group decisions without assuming a pyramidal structure seems more appropriate in such a setting. 2 The SFIO is a multi-disciplinary organization that detects and prosecutes or recommends for prosecution whitecollar crimes and frauds. It was created under the Ministry of Corporate Affairs, Government of India in 2003, to stop rising white-collar crimes including stock market scams, vanishing companies and plantation companies. 3 Section 77 of the Companies Act, 1956 puts a restriction on purchase by a company, or loans by a company for purchase, of its own or its holding company's shares. Section 297 of the Companies Act, 1956 requires the company's board of directors' consent for certain contracts in which particular directors of the company are interested. 4 These examples of fraud have been retrieved from articles published in various editions of the financial daily, The Hindu Business Line. 4 When firms within the same business group engage in inter-corporate financing and investing activities, the capital stays within the group and gets reallocated. Firms can make direct inter-corporate investments (e.g. Gopalan et al., 2007) or pay it out as dividends that get reinvested in other group companies (Gopalan et al., 2011). In our analysis, we separately examine the movement of capital raised from outside the group, and that raised from group firms. We also examine whether excess ownership in a particular firm relative to the group plays a role in influencing these decisions. If more capital is provided to or retained in firms where insiders have higher ownership, it suggests that they want to retain control over the capital, confirming expropriation. Focusing first on firms that raise capital from external sources, we examine what happens to the capital subsequently. If insiders think for the group as a whole instead of just focusing on their own cash flows, we expect them to raise capital and then channel it to other group firms, regardless of their ownership levels. However, if they have vested interests and are not really the guardians of the group, they may be reluctant to channel it to group companies where their ownership is lower. In other words, they want to keep it in a firm where they have more ownership. Here, we focus on the direct inter-corporate investment in other group companies only. In a similar vein, we examine the behavior of firms that receive capital from other group companies net of any investments made into other group companies. In particular, we analyze the dividend policies of such firms subsequent to receiving intra-group capital. If they pay out less than normal dividends when insiders have high ownership, it is again due to their penchant for exercising control. Because their stakes in these firms are high, insiders may be taking suboptimal decisions and investing in negative net present value projects. Given the evidence on expropriation (e.g. La Porta et al., 1999; Faccoio, 2001), we hypothesize that after raising new capital, group affiliated firms with high insider stakes prefer to retain it in the firm, regardless of its source. We then examine the characteristics of firms that receive funding from the group to determine if expropriation occurs, commonly known as tunneling. Around the world, evidence of tunneling has been documented by Johnson et al. (2000) and by Classens et al. (2000) in East-Asian countries. Kali and Sarkar (2010) find Indian business groups tunnel resources from high wedge firms to low wedge firms in unrelated industries, concluding that diversification is driven by the desire to expropriate. An alternative explanation has been offered for such inter-corporate transfers. Distressed firms facing bankruptcy can cause loss of reputation for the group and are therefore ‘propped’ (see Goplan et al. 2007). We hypothesize that more capital is tunneled to the firms with higher insider ownership, regardless of whether it is to avoid bankruptcy or fund firms with low growth opportunities. However, the reputation costs of a large firm bankruptcy may be deep, so funds may be used to support large distressed firms even with low insider ownership. 5 Finally, the internal markets created by business groups do not only relate to reallocation of capital. Performance can be moved from one firm to another in order to reduce the impact of external economic shocks. Bertand et al. (2002) find that Indian business groups engage in moving profits from low cash flow to high cash flow firms. Khanna and Yafeh (2007) question their findings, asking why negative shocks from high wedge firms should also trickle to those in low wedge firms. We try to resolve that conundrum: performance smoothing does occur, but only among firms where insider ownership is high, at the expense of the other group firms. We hypothesize that firms with high insider ownership engage in performance smoothing by transferring volatility in their performance to other group firms. The rest of the paper is organized as follows. Section 2 reviews the literature and develops the hypotheses. Section 3 discusses the variables used and outlines the research methodology. Section 4 describes the sample. Section 5 analyses the results. Section 6 presents results of the sensitivity analyses conducted. Section 7 presents a comparison with alternative measures of our primary variable. Section 8 concludes the paper. 2. Literature Review and Hypotheses Development Business groups are a significant economic occurrence, particularly in emerging economies. In India, about 35 percent of the BSE A and B group companies (2697 companies as on 1st September, 2011) are business group affiliated, and account for almost sixty percent of total assets. Typically, firms belonging to such groups have characteristics very different from standalone firms, like more concentrated ownership, more diversified businesses, better performance and larger size (see George and Kabir, 2012; Carney, 2005; Khanna and Palepu, 2000a; Guillén, 2000; La Porta et al., 1999). While Claessens et al. (2000a) characterizes business groups as ‘heroes or villains’, Khanna and Yafeh (2007) calls them ‘paragons or parasites’, drawing attention to both advantages and disadvantages of such affiliation. Recent literature like Kali and Sarkar (2011), Gopalan et al. (2007), Lu and Yao (2006), Morck et al. (2004), Bertrand et al. (2002) and Scharfstein and Stein (2000), focus on the misallocation of resources and costs associated with business group affiliation, ranging from rent extraction to political influence. A number of papers have focused on value-destroying business group activities related to intra-group capital reallocation through internal capital markets. Claessens et al. (2006) find business groups enhance agency problems through capital reallocation, especially in emerging markets with weak institutions. In a study across forty-five countries, Masulis et al. (2011) conclude that internal capital market considerations drive the creation of business group like structures. Gopalan et al. (2011) examine the group financing function of business groups to explain why group affiliated firms pay higher dividends. 6 La Porta et al. (1999) is one of the first papers that discuss dividend decisions taken by business groups. It proposes two alternate models to explain dividend decisions in this context. The outcome model views that insiders desire more control and thus may pay out lower dividends. The substitute model argues that higher dividends can act as a substitute for good corporate governance, so the relation between insider ownership and dividends may be positive. Faccio et al. (2001) find that group affiliated firms with high insider control pay higher dividends in Europe than in Asia and conclude it is most likely because of better investor protection rights. Chen et al (2009) find that despite weak legal and institutional pressure, firms in China with high insider ownership levels pay higher dividends. They conclude that these findings indicate evidence for tunneling and not any alternative explanation. We explore the existence of internal capital markets and its association with high levels of insider ownership in two steps. First, we trace the movement of capital raised by a group affiliate from outside the group and test if insider ownership plays a role in reallocation decisions. Next, we track the movement of capital within the group and examine whether insider ownership level impacts dividend decisions. We expect high insider ownership firms retain more capital, confirming the outcome model discussed above. Hypothesis 1: After raising new capital, firms with high insider ownership retain more capital. In particular, these firms invest lower amounts into other group firms or distribute lower dividends. In addition to expropriation of minority investors through cash flow retention, insiders can also expropriate through intra-group financing activities. We first explore whether business group affiliates tunnel funds to enhance control. In the literature that assumes business groups are organized as pyramids, tunneling has been defined as the flow of funds from a firm where insiders have low control i.e. nearer to the base to a firm where they have high control, nearer to the peak of the pyramid (Riyanto and Toolsema, 2008; Johnson et al., 2000). Bertrand et al. (2002) and Bae et al. (2002) examine the extent of tunneling among group firms in India and Korea respectively, and find that considerable diversion of funds takes place across group-affiliated firms. Riyanto and Toolsema (2008) question why rational outside investors are willing to invest in a group firm in spite of evidence of resources being tunneled and conclude that implicit group insurance for affiliates in distress, is an important consideration for outside investors. This type of behavior is called propping in the literature and has been defined as negative tunneling by Friedman et al. (2003). Claessens et al. (2003) examining 644 financially distressed firms in five East Asian countries during the crisis, discover that the probability of filing for bankruptcy is lower for group affiliated firms. Bae et al. (2008) use sensitivity of returns to earnings announcements of group firms to investigate whether Korean chaebols engage in propping; they find non-announcing stocks’ returns are sensitive to the announcing firms, more so when 7 the latter are cash rich, larger, better performers or have higher debt guarantee ratios. Gopalan et al. (2007) study bankruptcy effects on group firms in India and find group support is provided to financially weaker firms. A study using related party transactions by Cheung et al. (2009) in China find that although both forms of transfers exist, tunneling is more significant. For the purpose of our study, we define tunneling as movement of capital to low growth firms, which suffer low market valuations and are unable to raise capital on their own. We define propping as providing support to loss making or distressed firms, suffering due to temporary adverse shocks. It is expected that insiders act in their own self-interests when it comes to engaging in tunneling and propping. In particular, the firms receiving capital through tunneling and propping are expected to have high insider ownership. However, there is one exception: if the insiders do not provide support to large loss making firms within their group, then the group’s reputation will suffer. Large firms receive this special consideration as the costs of such distress are high for the group as a whole. 5 We expect that large firms incurring financial losses will receive support regardless of the level of insider ownership. Hypothesis 2: Firms that exhibit low growth receive capital from the group only if they have high insider ownership. However, the group’s decision to provide capital to firms suffering losses is asymmetric: all such large firms, but only small firms with higher insider ownership receive support. The final form of expropriation that we examine is of performance smoothing. Khanna and Yafeh (2007) discuss how group affiliation enables risk sharing through profit smoothing and reallocation of profits across affiliates. Bertrand et al. (2002) use the sensitivity of firm performance to performance benchmarks and group performance and find that tunneling occurs through non-operating components of profits. Nakatani (1984) finds that the variance of operating profitability and growth rates is lower for group affiliated companies in Japan. George and Kabir (2008) in a study on business groups and profit redistribution in India, examines a similar phenomenon and relates redistribution with the underperformance of group-affiliated firms relative to unaffiliated firms. Motivated by the sensitivity approach used by Bertrand et al. (2002), we examine whether firms with high insider ownership levels indulge in performance smoothing, to build or save reputation. We confirm the Bertrand et al. (2002) results that firms with higher promoter ownership are more sensitive to industry benchmarks. They conclude that within a business group, profits move to firms where the insiders benefit the most at the cost of all other group firms. However, an unresolved issue in their findings is why negative economic shocks should also move in this way (see Khanna and Yafeh, 2007). 5 In a slightly different context but with the same idea in mind, the United States Treasury provided $ 700 billion of support to the big banks during the financial crisis of 2008, arguing that these were “too big to fail”. 8 Performance management can be of two types: one is to smooth performance to reduce the cost of capital and the other is to inflate performance. Inflating performance when a company is actually generating profits may be motivated by trying to meet benchmarks, or prior to raising new equity. Inflating losses for unprofitable firms, commonly known as big-bath, is motivated with future considerations in mind; when the firm eventually turns around, it will be able to show higher profits if it has taken a big-bath in profits earlier. Firms within a business group can be motivated to either inflate or smooth performance. If detected, inflating performance carries higher reputation costs as compared to performance smoothing. Using a sample of 500 Indian firms that are not necessarily group affiliated, Sarkar et al., 2008 find that insider ownership increases smoothing of performance, whereas good quality boards keeps it in check. We believe groups engage in both types of activities but insiders act opportunistically. They smooth performance in firms where they have high ownership and inflate performance in the other firms, in effect transferring performance volatility from the first group to the second. Hypothesis 3: Insiders transfer performance volatility from firms where they have high ownership to other firms in the group. 3. Research Design 3.1. Variables of Interest In this section, we describe the variables used in our study, segregated into our primary variable of interest, the dependent and key variables of our equations and the control variables. As discussed in the first section, we assume insiders focus on the deviation of a particular firm’s attributes from that of the group as a whole. All our variables except some dummy and industry adjusted variables are group adjusted. The value of a particular variable z for firm k, denoted as d_zk, is measured as the difference of z from the weighted average value of z for k’s group, using total assets as weights i.e. d_zk = zk – zG, where zG = ∑k=1 to n (total_assetk * zk) / ∑k=1 to n total_assetk; where group G has n number of firms. 3.1.1. Primary variable Our primary variable of interest is the level of insider ownership. The wedge measure i.e. divergence between cash flow and voting rights was first used in the US by Berle and Means (1932) and has been the primary variable of interest in extant literature. While control enhancing mechanisms like pyramids provide disproportionate influence, the power to control can also be captured with a large blockholding in a one share-one vote structure. In a review of the empirical literature on the wedge, Adams and Ferreira 9 (2008) find that evidence is inconclusive and the role of ownership disproportionality on firm value often disagree. Eklund and Poulsen (2010) in a recent empirical study find that existence of large blockholders in a one share-one vote structure impacts firm value more negatively than the divergence of cash flow from control rights. The same voting right can thus provide differential power and influence. While theory suggests both rights are important, the incentive to expropriate varies more with cash flow rights (see Jensen and Meckling, 1976). Moreover, Khanna and Palepu (2000b) find no support for pyramids in Chile and Khanna and Yafeh (2007) highlight the lack of clarity in understanding what percentage of all groups are organized as pyramids. Panel C of Table 4 in Claessens et al. (2000) reveals a median value of one or very close to one for six of the nine East Asian countries studied and an overall median of one as well. The evidence thus suggests that examining business group behavior using the wedge measure may be inappropriate in the Asian context. We examine the corporate financing behavior of a sample of Indian firms that are affiliated to business groups using an alternative variable that measures ownership levels i.e. cash flow rights. Our focus is not on the divergence between control rights and cash flow rights, but rather on the deviation of cash flow rights across different companies within a business group. Our primary measure of insider ownership is d_own, which is the group adjusted value of own, defined as the percentage of outstanding shares held by non-institutional promoters (Pt). We use two other measures of insider ownership. To allow for non-linearity of the relationship (see Anderson and Reeb, 2003), we use d_own_sq, which is the group adjusted value of the square of own. The final measure of insider ownership is d_exp, which is the group-adjusted value of exp. The measure exp = (Pt - It - Mt) is defined as the percentage of outstanding shares held by non-institutional promoters (Pt) less the percentage of outstanding shares held by non-promoter institutions (It) and non-institutional non-promoter investors i.e. the minority shareholders (Mt). This measure offsets promoter control against the better governance and monitoring provided by non-promoter institutions (e.g. Sarkar and Sarkar, 2000) and minority investors. 3.1.2. Dependent and other key variables The key variables we use are as described below. In the descriptions below, we use the terms group adjusted and relative to the group interchangeably. They both represent the measure outlined in section 3.1. Dividend: d_div is the group adjusted value of div, defined as (dividend / total assets at t-1). 10 Financial loss: loss is a dummy variable which takes the value one if current year return on assets (roa) is negative, zero otherwise. Low Growth: f_lgrowth is a dummy variable that equals one for firms with low growth opportunities relative to other firms in its group. We first calculate (book value of debt + book value of equity) / (book value of debt + market value of equity) for a firm at t-1. If this ratio for a firm is less than the weighted average (by total assets) value of this ratio for its group, then the dummy variable equals one, zero otherwise. Unpredicted performance: unpred_perf is defined as actual performance minus predicted performance. A firm misses its benchmark when the unpredicted performance is negative. We group all positive values of unpred_perf into quartiles; if it is in the first quartile, then the firm just meets the benchmark. For all higher quartiles, the firm beats the benchmark. A firm’s performance is defined as earnings before interest, depreciation and amortization and its predicted performance is calculated by multiplying a firm’s total assets by its industry’s weighted average (by total assets) return on assets (see Bertrand et al., 2002) i.e. pred_perfk,t = roaIk,t x total_assetk,t. Group predicted performance: for a particular firm k, opred_pref is the total predicted performance of the rest of the group i.e. excluding the predicted performance of k. It is the total predicted performance of all group affiliates minus the predicted performance of firm k. If there are n firms in the group, then opred_perfk,t =∑j=1 to n,j ≠k pred_perfj,t. Net investment from the group: d_ninvf1 is the group adjusted value of net investment from the group at t-1, ninvf1. This is defined as total investment from all other group firms into firm k minus the total investment made by firm k into all other group firms, divided by firm k’s total assets from a year earlier. If we denote investment from firm j to firm k (both in group G) at time t as Ij,k,t, then the total investment by G into k is IG,k,t =∑j=1 to n, j≠k Ij,k,t and similarly by k into the group is Ik,G,t =∑j=1 to n, j≠k Ik,j,t. Then net investment by the group to k at t is NIG,k,t = IG,k,t - Ik,G,t. To compute our measure we scale net investment from last year, ninvf1 = NIG,k,t-1 / total_assett-2. Increase in internal investing into the group: d_dninvt is the group adjusted value of net investment by firm k into the group, defined as (NIk,G,t - NIk,G,t-1) / total_assett-1. Increase in internal financing from the group: d_dninvf is the group adjusted value of financing received by firm k from the group, defined as (NIG,k,t - NIG,k,t-1) / total_assett-1. External financing: f_extfinex1 is a dummy variable that equals one for firms that have raised more external finance relative to other firms in its group. We first calculate (capital raised from outside the group / lagged total assets) for a firm at t-1. If this ratio for a firm is more than the weighted average (by total assets) value of this ratio for its group, then the dummy variable equals one, zero otherwise. 11 3.1.3. Control variables Besides the variables stated above, our tests control for other firm characteristics identified in the literature as possible determinants of the dependent variables. For purposes of our analyses, all the variables below are adjusted by their corresponding weighted average values for the group. ROA: Return on Assets i.e. roat = net_incomet / total_assett Age: number of years since incorporation Size: log of total assets (size); an alternative measure is log of net sales (log_sales) Lev: leverage i.e. levt = total_debtt / total_assetst.. --- Insert Table 1 --- We also incorporate industry fixed effects in all our models. Table 1 displays the definitions of all the variables considered in our study. 3.2. Empirical models 3.2.1. Hypothesis 1 We use two tests to examine the first hypothesis. The first one verifies the effect of insider ownership level on a firm’s decision to invest in other group firms. It uses the following regression, while controlling for age, size, leverage and growth. The second explanatory variable is the interaction of insider ownership with the external financing. d_dninvt= α + β1* f_extfinex1 + β2* down_fextfin1 + controls + fixed effects --- (1) We expect a positive β1, in line with the existence of internal capital markets since certain group firms raise capital from external sources and reallocate it to other group firms. However, we expect β2 to be negative since we hypothesize that firms which have high insider ownership levels retain more capital rather than share it with its group. The second test examines the effect of insider ownership levels on dividend distribution decisions. We use the following model and control for performance, age, size and growth. The second explanatory variable is the interaction of insider ownership with investments from the group. d_div= α + β1* d_ninvf1 + β2* down_dninvf1 + controls + fixed effects --- (2) Here also we expect β2 to be negative, as we expect high insider ownership levels enhances the desire to expropriate and retain funds rather than distribute it. 12 3.2.2. Hypothesis 2 For the second hypothesis, we test whether tunneling exists using the following model, after controlling for age and size. The second explanatory variable is the interaction of insider ownership with low growth. d_dninvf= α + β1* f_lgrowth + β2* down_flgrowth + controls + fixed effects --- (3) We expect a negative β1 since we expect low growth firms to receive lower financing. However, we expect β2 to be positive since groups engage in tunneling i.e. transfer funds to firms with high insider ownership in spite of low growth opportunities. Next, we test for propping, where funds are transferred to firms incurring financial losses using the following regression, after controlling for age and size. The second explanatory variable is the interaction of insider ownership with the loss indicator. d_dninvf= α + β1* loss + β2* down_loss + controls + fixed effects --- (4) Equations 3 and 4 are each tested separately on two subsamples, one for small firms and the other for large firms. This helps explore whether tunneling and propping decisions are affected by a firm’s visibility considerations. For this purpose, we divide the sample into three groups based on size and then estimate the slopes separately for the group of small firms and the group of large firms. We expect a positive β1, since group firms provide an implicit insurance to firms facing an adverse shock through propping. We also expect a positive β2, since we expect more propping for firms with high insider ownership levels. We expect β1 to be more significant for large firms since reputation will matter more for these firms. Similarly, we expect β2 to be more significant for small firms since the incentive to protect group reputation will be weaker, while the need to protect their own stakes will still exist. 3.2.3. Hypothesis 3 To test whether group firms with high insider ownership smooth earnings, we first estimate abnormal performance as the unpredicted portion of performance, unpred_perf. We then split the sample into three parts: (a) firms that miss the benchmark, i.e. unpred_perf < 0, (b) firms that have met or just beaten the benchmark (0 <= unpred_perf <= first quartile of positive values) and (c) firms that have convincingly beaten the benchmark i.e. unpred_perf > first quartile of positive values. We then test the sensitivity of firm performance to group performance by running the following regression for each of the three subsamples, controlling for age and size. The second explanatory variable is the interaction of insider ownership with group performance. 13 unpred_perf= α + β1* opred_perf + β2* down_opred + controls + fixed effects --- (5) For firms that have missed the benchmark, we expect a positive β2 since high insider ownership level firms performing poorly will borrow profits from the group. Similarly, for firms that have convincingly beaten the benchmark, we expect a negative β2 as they can afford to lend profits to lower performing group firms. We estimate all the above regressions using the Fama-MacBeth approach. The slopes are estimated for each cross-section, which in our case is for every year. Then the mean values of the estimated slopes across the ten years and the corresponding statistical significance is reported. Petersen (2009) suggests that for empirical analyses of issues related to corporate finance, where levels variables are mainly examined (e.g. leverage), cross sectional models are the appropriate specification. He concludes that the Fama-Macbeth method of averaging the estimates of the cross-sectional regressions is the proper way to allow for year fixed effects. 4. Data Our sample comprises all business group affiliated firms (as defined by Prowess) listed on the Bombay Stock Exchange (BSE) A and B groups as on 1st September, 2011. We study a 10-year period, from the financial year 2001-02 to the most recent year with available data i.e. financial year 2010-11. Our sample starts from the first year when corporate governance data became available; the K. M. Birla committee recommended that all listed firms must file a Corporate Governance Report from 2001-02. All required data are annual and have been extracted from the CMIE database Prowess. ---Insert Table 2 --Our final sample comprises 5637 firm-years across 10 years, 215 groups, 51 industries and 650 firms. The test based on dividends uses a smaller sample of 3474 firm-years across 10 years, 198 groups, 50 industries and 486 firms. The steps taken to arrive at this sample have been described in Table 2. ---Insert Table 3a --Panel A of Table 3 presents the descriptive statistics of the variables used in the study. We find that our insider ownership proxies are slightly skewed to the right, with median values of zero and mean values marginally positive. The positive mean for loss implies there are more unprofitable than profitable firms in our sample, while a negative median for unpred_perf implies more than half the firms do not meet benchmarks. 14 ---Insert Table 3b --Panel B of Table 3 displays Pearson’s correlation coefficients. When all variables are group adjusted, we find a significant negative correlation between dividend (d_div) and insider ownership (d_own, d_own_sq and d_exp). Firms with higher insider ownership also have lower leverage. We find a positive correlation between insider ownership and a proxy for low growth (f_lgrowth); surprisingly, we also find insider ownership to be positively correlated with growth (d_lgrowth), which should not be the case. The Spearman correlations (unreported) confirm that insider ownership is negatively correlated with d_lgrowth. ---Insert Table 3c --To develop better intuition, we also perform univariate tests on our key variables, for our entire sample and separately for a few groups. We compare the mean values of these variables for firms in the top 67th percentile with those in the bottom 33rd percentile, ranked on the basis of d_own within each group. Panel C of Table 3 presents these results. The first column displays the differences for the entire sample; the second column is for a group that was investigated for fraud by the SFIO (Kalyani Group) and the remaining six columns for a sample of representative groups based on number of firms within a group. We partition our sample comprising of 215 business groups into three smaller samples based on the number of firms within each group. Groups with seven or more firms was in one sub-sample, groups with five or six firms in the second and groups with less than five firms in the third sub-sample. Two groups from each of these three sub-samples are presented in Table 3c. We find that firms with high d_own are smaller in size, raise more external finance, receive more group funding, perform better and beat benchmarks more often. Overall the results provide support for our hypotheses, discussed earlier in section 3.2. 5. Results After raising capital, typically a firm invests it to generate returns for its investors. For firms within a business group, the choice of investment is not just limited to that firm but can also include other affiliated firms. It is also possible that firms pay out dividends a year after raising capital because of realized or anticipated profits. Our first hypothesis tests whether such behavior is influenced by the level of insider ownership in the firm. If business group insiders want to expropriate from other shareholders, we expect that the amount of investment into other group firms or the dividends paid will be lower in firms where insider ownership is high. ---Insert Table 4a --15 The results in table 4a examine the behavior of firms after they have raised capital from sources outside the group. The regression model is as specified in equation (1). The dependent variable is the total amount of investment from this firm to all other firms in the same business group. Since it is the total amount invested, at the baseline we expect such a decision to be influenced by some attributes of this firm relative to other firms in the group. In particular, we expect firm age, size, leverage and the firm value to influence the intra-group investing decision of this firm. We expect leverage to have a negative effect since lenders would act as monitors; the other three to have a positive effect on the amount invested into the group, since typically these firms are expected to have capital slack. Our baseline regression (model 1) shows none of these have a significant effect. However, with the exception of age, all the others have the expected sign. And among all of these, firm value as proxied by Tobin’s Q appears to have the biggest influence. The influence of insider ownership is captured in Model 2. The additional term is an interaction of insider ownership with capital raised from external sources in the prior period. If our first hypothesis is true, then we expect it to have a negative sign. We find this term to have a slope of -2.16 with a t value of 4.52, significant at the 1% level. We find the results to be robust to alternative measures of insider ownership, square of insider ownership percentage and expropriation percentage, as seen from Models 3 and 4. From these results, it is clear that having raised capital from outside, firms with high insider ownership do not help in facilitating internal capital markets. A natural question that arises but is not directly related to our hypothesis is to understand the characteristics of firms that do raise external capital. In unreported univariate tests, we find that these firms enjoy very large stock return momentum over the last year, have high abnormal accruals, are younger and have higher block holdings as compared to the group average. However, the level of insider ownership is not significantly higher than in the rest of the group. ---Insert Table 4b --We next examine the situation where a group firm receives capital from other group firms. The regression model for this setting is specified in equation (2). The results are presented in Table 4b. Unlike the earlier specification, the dependent variable is dividend distributed. However, in spirit it measures any capital surplus a firm may have. Three of the control variables in this regression are as earlier viz. size, age and Tobin’s Q; however, we include profitability instead of leverage. We expect that profitable, old, large firms enjoying higher valuations will pay out more dividends. The baseline regression, Model 1, indicates that indeed dividends are paid out by more profitable and valuable firms, but they are younger and smaller when all variables are measured relative to the group. The interaction term in Model 2 indicates a negative slope of -0.002, marginally significant at the 10% level. These results hold for alternative 16 specifications of insider ownership, as seen from Models 3 and 4. Taken together, these results suggest that propensity to retain capital by insiders is still present even when capital is received from other group firms, but is considerably weaker. It should be noted that explanatory power of both specifications changes a little if insider ownership is used as an explanatory variable; for equation 1, it increases by about 2% from 16% to 18% and for equation 2, it increases marginally by 0.6% from 56.2% to 56.8%. Our second hypothesis suggests that if insiders transfer funds from one group to another for their vested interests and not because the firm’s fundamentals justify it, then the level of insider ownership will influence which firm receives capital. We distinguish between two types of firms that receive capital: (i) those with low valuations and so are not the best candidates for raising capital on their own from the external markets and (ii) those that are suffering losses and run the risk of becoming financially distressed. We refer to these activities as tunneling and propping respectively. ---Insert Table 5a --The regression model for testing if insiders expropriate through tunneling is specified in equation (3). The results are presented in Table 5a. The variable to measure low valuation is book to market ratio for the firm’s assets; it is operationalized as an inverse measure so that the slope is expected to be positive. This is done to ease interpretation of the interaction term in model 2. The control variables are size and age. We expect younger and smaller firms to receive funding from the group, especially if they are suffering low valuations. We present all our results separately for the largest and smallest groups by size. This is to see if the behavior is any different between the two groups. The baseline regression, models 1 and 5, indicates that a group firm with low valuation (F_lgrowth), receives no group capital. So a simple internal capital markets story, without any vested interest by the insiders does not appear to be true. On introducing the interaction term in models 2 and 6, the picture becomes clearer. It is only those firms that have higher insider ownership that receive group capital. The slope coefficient for the smallest group by size is 3.79, with a t value of 2.93 significant at the 5% level and for the largest group by size is 0.766, with a t value of 2.72 significant at the 5% level as well. Tunneling from visible firms carries higher reputation costs for insiders. Thus the lower slopes for larger firms are expected. The results are robust to alternate specifications of insider ownership. ---Insert Table 5b --When we examine the set of firms that receive group capital in spite of incurring financial losses (loss) as specified in equation (4), we find a somewhat different picture, compared to the results above. The results are asymmetric with regard to the size groupings; in particular, comparing the two baseline models, 1 and 17 5, we find that large firms get group funding whereas small firms do not. The slope of loss has a value of +0.201, with a t value of 2.1, significant at the 10% level. The results do not hold in model 1. Next, when we introduce the interaction term, we find another set of interesting results. The slope for this term has a value of 6.84 with a t value of 2.4, significant at the 5% level for the small firms, but insignificant for the large firms, as seen from models 2 and 6, respectively. The results are robust to alternate insider ownership specifications. Taken together, what this suggests is that group capital is provided to large firms irrespective of insider ownership levels, whereas it is provided to small firms only if insiders have large stakes in the loss making firm. Our final hypothesis tests if firms within a business group engage in smoothing profits, perhaps through inter-corporate transactions. Bertrand et al (2002) find that Indian business group affiliated firms with high insider ownership display a higher correlation with the industry performance. They conclude that within a business group, profits move to firms where the insiders benefit the most at the cost of all other group firms. However, an unresolved issue in their findings is why negative economic shocks should also move in this way. Business groups are interested in smoothing profits across all firms so as to reduce the cost of capital. We hypothesize that insiders’ act opportunistically, and transfer volatility in performance from firms where their ownership is high to other firms in the group. ---Insert table 6 --We test our hypothesis using equation (5), where we evaluate the determinants of the unexpected performance of a firm. In particular, we are interested in examining whether performance of the group influences the unexpected performance of a firm, and if there is a moderating effect of insider ownership. We include age and size as control variables. The results are as presented in Table 6. We split the sample into three different groups, i.e. firms that have fallen short of the benchmark (negative unexpected performance), firms that have just met the benchmark (positive unexpected performance in the first quartile) and firms that have comfortably beaten the benchmark (positive unexpected performance in the second or higher quartiles). The baseline results (model 1) indicate that the unexpected performance of firms that meet the benchmark is positively correlated with the group performance. However, the results are in the opposite direction for firms with negative unexpected performance. Certainly this indicates that some firms take a big-bath. Collectively, model 1 results do not confirm any income smoothing within a group, but provide evidence of performance inflation. However, the regressions that include an interaction term (model 2) do indicate income smoothing among firms with high insider ownership. Better performing firms with unexpected 18 performance in the second quartile and above forego some of their profits to help out poorer performing firms with negative unexpected performance, only when insider ownership in these firms is high. 6. Sensitivity Analysis In addition to the percentage of insider ownership, we use two additional measures to examine the robustness of our results. These are d_own_sq and d_exp and have been described in section 3.1.1. These sensitivity results have been included in the tables discussed earlier along with the results based on insider ownership percentage, d_own. As can be seen in models 3 and 4 in tables 4a, 4b and 6 and in models 3, 4, 7 and 8 in tables 5a and 5b, the results discussed in the section above continue to hold. So we conclude that our results are robust to alternate specifications of our primary variable, with similar levels of statistical significance. 7. Alternative Measures It is important to assess if alternative measures used to study expropriation yield similar results to what we observe using d_own. Specifically, we examine if the level of ownership (not the deviation from group average) as well as proxies for wedge provide similar insights. We run our tests using the level measure of own and two proxies for wedge, pac and domc. The percentage of outstanding shares held by persons acting in concert (pac) has been used by Kali and Sarkar (2011), but is available only till 2005-06 in Prowess. The percentage of outstanding shares held by non-promoter domestic corporations (domc) has been used by George and Kabir (2008) and is available for all ten years in our sample. These are the only two wedge proxies that have been used in literature studying business groups in India. ---Insert Table 7a,b and c --From Table 7a, we observe that own shows very little significance in testing our hypotheses. Moreover, unlike our conclusions, higher value of own leads to higher dividend payouts, which appears to confirm the substitute model. But this result may also be due to tunneling (which essentially agrees with the rationale of the outcome model), similar to Chen et al. (2009). The results using pac (Table 7b) as a proxy for wedge yield no insightful results. The coefficients using domc (Table 7c) indicate some differences from our results; in particular, capital is withdrawn from large unprofitable firms with high insider ownership. Of all the three measures, domc confirms our results to a large extent. 8. Conclusion In this paper we examine the inter-corporate behavior of firms belonging to a business group for a sample of 5637 Indian firms-years, over ten years and across 215 business groups. Our paper investigates 19 whether insiders expropriate other shareholders when taking important corporate finance decisions. In particular, we study decisions related to raising new capital, distributing dividends, investing in other group firms and reporting firm performance. While the evidence from the existing literature does confirm a difference in the behavior of firms affiliated to business groups with respect to these decisions, the motivation behind such behavior remains elusive, especially in the Indian context. Our first hypothesis examines whether high insider ownership has an impact on a firm’s investing and dividend distribution decisions. We find that firms with higher insider ownership provide lower group financing and pay lower dividends in order to control more resources. Next, we examine the financing decisions of business group affiliates to investigate whether tunneling or propping occurs. We find that business groups tunnel resources to low growth firms with high insider ownership, thus expropriating the minority shareholders of the firm being tunneled, especially the smaller firms. We also find evidence of groups propping firms that are incurring financial losses. The groups provide capital to all unprofitable large firms, regardless of insider ownership whereas unprofitable small firms get support only if they have high insider ownership. We then examine whether firms in a group firms share performance and engage in performance smoothing. Our results reveal that only firms with high insider ownership levels engage in such smoothing at the cost of other group firms, essentially transferring performance volatility from high insider ownership firms to the other firms. Our contribution to the business group literature lies in providing robust and lucid empirical results that not everything is “fair and square” when it comes to financial decisions taken by business groups in India. We find evidence that insiders look out for their own interests rather than of all investors in the group. The use of direct ownership instead of the wedge and the group adjustment to every variable helps us understand the issues better. It also helps us question the evidence that the extant literature provides on intra-group activities and their business decisions. For example, while a group adjusted test of dividends and insider ownership exposes a negative association as outlined in the outcome model theorized by La Porta et al. (1999), in unreported analysis of actual dividend values on insider ownership we find a positive association, in line with the conclusions of many papers in the emerging markets setting (see Gopalan et al., 2011; Ramli, 2010; Chen et al., 2009). This new approach could thus, enable future research to develop more robust and appropriate tools for within group analysis. 20 References Adams, R. and Ferreira, D., 2008, ‘One Share-One Vote: The Empirical Evidence’, Review of Finance, Vol. 12, pp. 51-91 Anderson, R.C. and Reeb, D.M., 2003, ‘Founding-family ownership and firm performance: evidence from the S&P 500’, Journal of Finance, Vol. 58, pp. 1301– 1328 Bae, G.- S., Cheon, Y.-S. and Kang , J.-K. , 2008, ‘Intragroup Propping: Evidence from the Stock-Price Effects of Earnings Announcements by Korean Business Groups’, The Review of Financial Studies, Vol. 21, No. 5, pp. 2015-2060 Bae, K.-H., Kang, J.-K. and Kim, J.-M., 2002, ‘Tunneling or value added? 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C., 2000, ‘The Dark Side of Internal Capital Markets: Divisional RentSeeking and Inefficient Investment’, Journal of Finance, Vol. 55, No. 6, pp. 2537-2564 23 Table 1: Definition of Variables Variable d_own d_own_sq d_exp d_div d_ninvf1 d_dninvt Description percentage of shares held by non-institutional promoters, minus the weighted average value of this ownership percentage at the group level own_sq is the square of percentage of shares held by non-institutional promoters, minus the weighted average value of this measure at the group level percentage of shares held by (non-institutional promoters - non-promoter institutions - nonpromoter non-institutional shareholders), minus the weighted average value of this net measure at the group level. This is a measure of expropriation, using excess ownership by promoters after adjusting for ownership by institutions and minority shareholders. (dividend paid / lagged total assets), minus the weighted average of this ratio at the group level (investment received from group companies - investment made into group companies)/ lagged total assets, minus the weighted average of this ratio at the group level annual increase in net investment made by a firm into the group, minus the weighted average of the annual increase at the group level d_dninvf annual increase in net financing received by a firm from the group, minus the weighted average of the annual increase at the group level d_extfinex1 (capital raised from outside the group / lagged total assets) at t-1, minus the weighted average value of this ratio at the group level f_extfinex1 a dummy variable that takes the value 1 if d_extfinex1 is greater than the group average, else 0 loss a dummy variable that takes the value 1 if net profit is negative, else 0 pred_perf industry roa x total_assets, where industry roa is the weighted industry average value of (net profit / average total assets) for all firms in the industry unpred_perf earnings before interest, depreciation and amortization – predicted performance (see pred_perf above) opred_perf total predicted performance (see pred_perf above) of all other firms in the group d_roa (net profit / average total assets), minus weighted average value of the ratio at the group level d_lgrowth (book value of debt + book value of equity) / (book value of debt + market value of equity) at t-1, minus the weighted average value of this ratio for the group f_lgrowth a dummy variable that takes the value 1 if d_lgrowth is negative, else 0 d_age age calculated as financial year less year of incorporation, minus the weighted average age of all group firms log of total assets, minus the weighted average size of all group firms log of net sales, minus the weighted average log of net sales for all group firms total debt divided by total assets, minus the weighted average of the ratio for all group firms d_size d_log_sales d_lev 24 Table 2: Sample Selection Steps Steps 1 BSE A & B listed firms as on September 1st, 2011, for years 2001-2010 2 less: observations with missing age 3 less: observations for firms not belonging to a business group 4 less: observations with less than two firms in the same business group 5 less: observations with net sales <0, total assets <0 and |ROA| > 50% Final Sample 6 less: Dividend > 0 (only for dividend based tests) Final Dividend Sample 25 Firms Firm-years 2697 26970 (3156) 23814 (15098) 8716 (2333) 6383 (746) 650 5637 (2163) 486 3474 Table 3a: Sample Descriptive Statistics Lower Quartile Mean Median Upper Quartile Maximum Std Dev 5242 -0.709 -0.044 0.014 0.000 0.067 0.611 0.129 d_own_sq 5242 -0.704 -0.045 0.014 0.000 0.061 0.652 0.130 d_exp 5637 -1.417 -0.092 0.023 0.000 0.131 1.210 0.254 d_div 3451 -0.271 -0.004 -0.001 0.000 0.003 0.316 0.023 d_ninvf1 4666 -51.923 -0.713 2.000 0.000 1.761 211.353 9.592 d_dninvf 4955 -50.580 -0.056 0.072 0.000 0.031 128.173 3.008 d_dninvt 5363 -211.353 -1.812 -2.102 0.000 0.683 51.923 9.717 unpred_perf 5637 -35914.99 -174.53 0.00 -17.60 76.39 39357.36 2352.35 f_extfinex1 4835 0.000 0.000 0.502 1.000 1.000 1.000 0.500 d_extfinex1 4835 -73.884 -0.207 0.183 -0.002 0.108 255.895 6.422 loss 5637 0.000 0.000 0.131 0.000 0.000 1.000 0.338 d_lgrowth 5168 -10.118 -0.202 0.015 0.000 0.093 44.800 1.598 f_lgrowth 5637 0.000 0.000 0.612 1.000 1.000 1.000 0.487 d_roa 5637 -0.642 -0.043 -0.011 0.000 0.022 0.548 0.086 d_age 5637 -109.957 -11.925 -3.828 -0.363 3.602 96.571 18.936 d_size 5637 -8.363 -1.637 -0.943 -0.320 0.171 1.058 1.504 d_log_sales 5634 -11.018 -1.750 -0.956 -0.202 0.195 4.618 1.957 d_lev 4757 -0.660 -0.072 -0.013 0.000 0.037 0.820 0.141 Variable N d_own Minimum 26 Table 3b: Pearson’s Correlation Coefficients d_own d_own_sq d_exp d_div d_dninvf unpred_perf d_own 1.000 0.970 0.983 -0.054*** 0.073 0.016 d_own_sq 0.970 1.000 0.956 -0.055*** 0.067 0.021 d_exp 0.983 0.956 1.000 -0.036** 0.071 0.006 d_ninvf1 0.123 0.115 0.126 0.115 -0.047*** 0.000 f_extfinex1 0.002 -0.004 0.001 -0.002 -0.023 -0.012 d_extfinex1 0.052*** 0.047*** 0.049*** -0.016 -0.050*** -0.016 loss -0.047*** -0.033** -0.048*** -0.046*** 0.002 -0.118 d_lgrowth 0.034** 0.046*** 0.037*** 0.468 0.009 0.027* f_lgrowth 0.052*** 0.044*** 0.054 -0.174 -0.021 -0.025* d_roa 0.010 0.012 0.017 0.474 0.020 0.149 d_age -0.136 -0.122 -0.133 -0.042** -0.015 -0.005 d_size -0.158 -0.146 -0.126 0.023 -0.027* 0.004 d_log_sales -0.089 -0.086 -0.070 0.081 -0.022 0.014 d_lev -0.058*** -0.047*** -0.051*** -0.153 0.016 -0.039*** Note: ***, **, * indicate that the coefficient is significant at the 1 percent, 5 percent, and 10 percent level, respectively. 27 Table 3c: Univariate Tests Firms in a group Variable t_asset extfinex dgfinf gfinf div1 roa tobin1 unpred_perf >= 7 >= 5 and <= 6 <= 4 SAMPLE KALYANI BIRLA OPJINDAL HINDUJA HERO JP ESSAR -4734.6* -11544.2*** -66488.5** -23058 -25029.6*** -22523.6*** -60490.4 -50628.5* (1.79) (3.11) (2.47) (1.03) (3.57) (3.55) (1.14) (1.81) 0.3627* 0.58* 0.8965 1.002 0.6287 -0.3891 25.0867 0.5116 (1.85) (1.9) (1.57) (1.35) (0.8) (0.34) (0.98) (0.42) 0.2566** 0.307* 0.4419 0.538 0.3801 -0.2688 14.9495 0.4193 (2.5) (1.86) (1.45) (1.32) (0.94) (0.38) (0.99) (0.76) 2.65*** 1.771*** 5.48*** 3.480** 3.035*** 5.286*** 28.646* 6.351*** (8.32) (5.03) (4.23) (2.54) (5.1) (5.65) (2.33) (7.25) -0.0004 0.001 -0.0053** -0.0081 0.0142 -0.0407* 0.019** -0.008 (0.42) (0.15) (2.35) (0.83) (1.68) (2) (3.79) (1.11) 0.0063** 0.011 0.0362* -0.0225 0.0024 -0.0647 0.0181 0.0422** (2.11) (0.56) (1.88) (1.17) (0.14) (1.58) (0.89) (2.11) 0.2149*** -0.667 0.1142 0.3383** 0.0328 -0.8803** -0.1075 -0.412** (3.48) (0.45) (0.53) (2.13) (0.18) (2.17) (0.43) (2.56) 62.4 561.3** 1309.6 2161.4** 345.7 -3290.4*** 92.6957 8935.2*** (0.9) (2.61) (0.77) (2.12) (1.32) (3.48) (0.08) (3.45) Note: t-values presented below the coefficients; ***, **, * indicate that the coefficient is significant at the 1 percent, 5 percent, and 10 percent level, respectively. The first column uses all observations in our sample; the second column reports the values for Kalyani Group, which was investigated for fraud by the SFIO; the six other columns present representative groups from three subsamples created on the basis of the number of firms in a group. 28 Table 4a: Results for Equation (1) relating to Hypothesis 1 Model: d_dninvt= α + β1* f_extfinex1 + β2* down_fextfin1 + controls + industry fixed effects Variable Intercept F_extfinex1 Model 1 0.193 Model 2 0.228 Model 3 0.2286 Model 4 0.233 1.36 1.63 1.64 1.81 0.044 0.059 0.058 0.065 0.90 1.25 1.22 1.35 down_fextfin1 -2.160*** -4.52 down_sq_fextfin1 -2.227*** -4.51 dexp_fextfin1 -1.131*** -4.94 d_age d_size d_lev d_lgrowth RSq (%) Obs -0.001 -0.001 -0.001 -0.001 -0.37 -0.37 -0.39 -0.35 0.054 0.037 0.0376 0.042 1.28 0.73 0.76 0.95 -0.428 -0.454 -0.446 -0.404 -0.90 -0.98 -0.96 -0.87 0.205 0.215 0.214 0.197 1.51 1.43 1.42 1.45 16.07 4162 18.07 4162 18.22 4162 17.36 4162 Note: The results in this table examine whether capital raised from sources outside of the group influence investments into other group firms in the following year; the value of β2 indicates the role of insider ownership in modifying this relationship. t-values presented below the coefficients; ***, **, * indicate that the coefficient is significant at the 1 percent, 5 percent, and 10 percent level, respectively. The slopes and r-squares reported above are the average of the annual cross-sectional regressions (Fama-Macbeth); the total observations across all cross-sections are also reported. 29 Table 4b: Results for Equation (2) relating to Hypothesis 1 Model: d_div= α + β1* d_ninvf1 + β2* down_dninvf1 + controls + industry fixed effects Variable Model 1 Model 2 Model 3 Model 4 Intercept 0.002 0.002 0.002 0.002 0.78 0.74 0.75 0.79 0.000 0.000 0.000 0.000 -0.14 1.25 1.31 0.84 d_ninvf1 down_dninvf1 -0.002* -1.93 down_sq_dninvf1 -0.002* -2.11 dexp_dninvf1 -0.001* -2.08 d_roa 0.094*** 0.094*** 0.095*** 0.095*** 8.13 8.02 8.04 8.23 -0.000** -0.000** -0.000** -0.000** -2.49 -2.77 -2.82 -2.72 -0.001** -0.001** -0.001** -0.001** -2.65 -2.8 -2.81 -2.74 0.017*** 0.017*** 0.017*** 0.017*** 5.17 5.58 5.58 5.2 RSq (%) 56.19 56.83 56.90 56.84 Obs 3302 3302 3302 3302 d_age d_size d_tobin Note: The results in this table examine whether capital raised from other firms within the group influence dividends paid out in the following year; the value of β2 indicates the role of insider ownership in modifying this relationship. t-values presented below the coefficients; ***, **, * indicate that the coefficient is significant at the 1 percent, 5 percent, and 10 percent level, respectively. The slopes and rsquares reported above are the average of the annual cross-sectional regressions (Fama-Macbeth); the total observations across all cross-sections are also reported. 30 Table 5a: Results for Equation (3) relating to Hypothesis 2 Model: d_dninvf= α + β1* f_lgrowth + β2* down_flgrowth+ controls + industry fixed effects Small firms Large firms Variable Model 1 Model 2 Model 3 Model 4 Model 5 Model 6 Model 7 Model 8 Intercept -0.066 -0.359 -0.342 -0.380 -0.070 -0.063 -0.073 -0.079* -0.14 -0.78 -0.74 -0.85 -1.53 -1.61 -1.75 -2.02 -0.049 -0.052 -0.070 -0.039 -0.146 -0.142 -0.140 -0.150* -0.19 -0.2 -0.27 -0.15 -1.81 -1.8 -1.76 -1.86 F_lgrowth down_flgrowth 3.796** 0.766** 2.93 2.72 down_sq_flgrowth 3.611** 0.849** 3.07 2.81 dexp_flgrowth d_age 1.822** 0.234 2.71 1.52 -0.002 -0.002 -0.002 -0.002 -0.002 -0.002 -0.002 -0.002 -0.59 -0.42 -0.47 -0.61 -0.91 -0.83 -0.83 -0.84 -0.009 0.041 0.040 0.001 -0.098 -0.085 -0.087 -0.097 -0.12 0.58 0.57 0.02 -1.71 -1.61 -1.66 -1.68 RSq (%) 25.71 27.85 27.84 26.79 23.78 25.59 25.77 24.79 Obs 1491 1423 1423 1491 1796 1758 1758 1796 d_size Note: The results in this table examine whether slow growing firms receive investments from the group; the value of β2 indicates the role of insider ownership in modifying this relationship. t-values presented below the coefficients; ***, **, * indicate that the coefficient is significant at the 1 percent, 5 percent, and 10 percent level, respectively. The slopes and r-squares reported above are the average of the annual cross-sectional regressions (Fama-Macbeth); the total observations across all cross-sections are also reported. 31 Table 5b: Results for Equation (4) relating to Hypothesis 2 Model: d_dninvf= α + β1* loss + β2* down_loss + controls + industry fixed effects Small firms Large firms Variable Model 1 Model 2 Model 3 Model 4 Model 5 Model 6 Model 7 Model 8 Intercept -0.139 0.053 0.053 -0.089 -0.203* -0.026 -0.046 -0.056 -0.46 0.18 0.18 -0.27 -1.99 -0.30 -0.59 -0.77 -0.084 0.109 0.097 0.114 0.2012* 0.216** 0.225** 0.132* -0.24 0.35 0.31 0.39 2.10 2.55 2.43 1.84 loss down_loss 6.841** 3.818 2.40 1.25 down_sq_loss 7.541** 3.723 2.29 1.24 dexp_loss d_age 3.285** 1.937 2.50 1.22 -0.002 0.000 0.000 -0.001 -0.002 -0.002 -0.002 -0.002 -0.51 -0.04 -0.04 -0.27 -0.90 -0.92 -0.90 -0.92 -0.003 0.056 0.057 0.012 -0.082 -0.050 -0.056 -0.062 -0.04 0.72 0.72 0.13 -1.63 -1.09 -1.21 -1.19 RSq (%) 25.59 28.79 28.70 27.30 23.50 30.88 30.81 29.19 Obs 1491 1423 1423 1491 1796 1758 1758 1796 d_size Note: The results in this table examine whether firms incurring losses receive investments from the group; the value of β2 indicates the role of insider ownership in modifying this relationship. t-values presented below the coefficients; ***, **, * indicate that the coefficient is significant at the 1 percent, 5 percent, and 10 percent level, respectively. The slopes and r-squares reported above are the average of the annual cross-sectional regressions (Fama-Macbeth); the total observations across all cross-sections are also reported. 32 Table 6: Results for Equation (5) relating to Hypothesis 3 Model: unpred_perf= α + β1* opred_perf + β2* down_opred + controls + industry fixed effects Misses benchmark Meets benchmark Beats benchmark Variable Model 1 Model 2 Model 1 Model 2 Model 1 Model 2 Intercept -483.562*** -501.847*** 10.063* 8.772 1127.962*** 1010.436*** -4.42 -4.56 2.07 1.79 3.93 3.28 -0.0075*** -0.0089*** 0.0004* 0.0004 0.0231*** 0.0262*** -7.05 -6.56 2.17 1.2 4.59 4.57 opred_perf down_opred d_age 0.025** 0.003 -0.067* 2.69 1.09 -2.1 -1.659** -0.982 0.047 0.056 14.315*** 14.879*** -2.41 -1.22 0.97 1.29 4.61 4.93 -164.786*** -165.246*** 0.625 0.622 441.952*** 431.933*** -4.86 -5.28 1.26 1.18 6.5 5.72 RSq (%) 37.97 39.12 60.07 62.97 53.96 56.08 Obs 3316 3071 5290 4840 1759 1656 d_log_sales Note: The results in this table examine whether volatility in firm performance is transferred among group affiliated firms, in order to meet performance benchmarks; the value of β2 indicates the role of insider ownership in modifying this relationship. t-values presented below the coefficients; ***, **, * indicate that the coefficient is significant at the 1 percent, 5 percent, and 10 percent level, respectively. The slopes and r-squares reported above are the average of the annual cross-sectional regressions (Fama-Macbeth); the total observations across all cross-sections are also reported. 33 Table 7a: Results for All Equations using own Hypothesis 1 Variable Intercept F_extfinex1 own_fextfin1 ninvf1 own_ninvf1 F_tobin1 own_ftobin1 loss own_loss opred_perf own_opred control variables RSq Obs Hypothesis 2 Equation 1 Equation 2 Equation 3 Small Large firms firms -0.155 0.554 -0.790* -0.005 1.675 0.501 -1.078 1.314 -0.054 -0.313 Equation 4 Small Large firms firms 0.503 0.071 -1.657 3.163 -0.311 1.415 Misses benchmark Hypothesis 3 Equation 5 Meets benchmark Beats benchmark 1468.435*** -1.631 -5032.969*** -0.005 0.005 Yes 0.41561 3071 -0.001 0.002 Yes 0.04** -0.077* Yes 0.6098 484 0.63428 1656 -0.005 0.001** Yes 0.2047 2181 Yes 0.5595 3280 Yes 0.2765 1404 Yes 0.2943 1717 Yes 0.2699 1423 Yes 0.3056 1758 Note: The results in this table are for all five equations. t-values presented below the coefficients; ***, **, * indicate that the coefficient is significant at the 1 percent, 5 percent, and 10 percent level, respectively. The slopes and r-squares reported above are the average of the annual cross-sectional regressions (Fama-Macbeth); the total observations across all cross-sections are also reported. The control variables and t-statistics have been omitted to save space. 34 Table 7b: Results for All Equations using pac Hypothesis 1 Variable Intercept F_extfinex1 pac_fextfin1 ninvf1 pac_ninvf1 F_tobin1 pac_ftobin1 loss pac_ loss opred_perf pac_opred control variables RSq Obs Hypothesis 2 Small firms Large firms Small firms Large firms Misses benchmark Hypothesis 3 Equation 5 Meets Beats benchmark benchmark -0.144 0.725 0.079 0.402 670.94*** -1.856 -3254.018** -0.242 -0.12975 -0.16 -1.25 -0.925 1.96634 0.548* -3.551 -0.002** -0.541*** Yes 0.40225 2788 0 0.001 Yes 0.54053 570 0.014* 0.024 Yes 0.61981 1524 Equation 3 Equation 1 Equation 2 -1.003 0.057 0.191 -0.011 Equation 4 0.0004 0.000 Yes 0.1982 1968 Yes 0.6084 2910 Yes 0.2585 1478 Yes 0.3477 1136 Yes 0.2516 1502 Yes 0.3031 1154 Note: The results in this table are for all five equations. t-values presented below the coefficients; ***, **, * indicate that the coefficient is significant at the 1 percent, 5 percent, and 10 percent level, respectively. The slopes and r-squares reported above are the average of the annual cross-sectional regressions (Fama-Macbeth); the total observations across all cross-sections are also reported. The control variables and t-statistics have been omitted to save space. 35 Table 7c: Results for All Equations using domc Hypothesis 1 Variable Intercept F_extfinex1 domc_fextfin1 ninvf1 domc_ninvf1 F_tobin1 domc_ftobin1 Loss domc_ loss opred_perf domc_opred control variables RSq Obs Equation 1 Equation 2 -0.373 0.278 -1.964* -0.005 Hypothesis 2 Equation 3 Small Large firms firms -0.224 0.587 Equation 4 Small Large firms firms 0.111 0.186 Hypothesis 3 Equation 5 Misses Meets Beats benchmark benchmark benchmark 1477.445*** -2.454 -5076.002*** 0.001** -0.001 -0.386 0.746 -0.275** 0.547 -0.620 0.08722 Yes 0.2157 2181 Yes 0.5549 3280 Yes 0.2602 1404 Yes 0.2836 1717 Yes 0.2447 1425 0.637** -3.804* Yes 0.2830 1758 -0.009*** 0.079*** Yes 0.41672 3076 -0.001** 0.008** Yes 0.61328 485 0.009*** -0.019 Yes 0.61716 1657 Note: The results in this table are for all five equations. t-values presented below the coefficients; ***, **, * indicate that the coefficient is significant at the 1 percent, 5 percent, and 10 percent level, respectively. The slopes and r-squares reported above are the average of the annual cross-sectional regressions (Fama-Macbeth); the total observations across all cross-sections are also reported. The control variables and t-statistics have been omitted to save space. 36
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