透明度与公司治理外文翻译(编辑修改稿)

透明度与公司治理外文翻译(编辑修改稿)内容摘要：

: more signals means a more precise posterior estimate of his ability, which means greater career risk for him. Our model, thus, predicts that when (i) the CEO has discretion over what signals are revealed and (ii) must mit to reveal or conceal prior to learning the value of the signals, he will choose to mit to conceal all signals over which he has discretion. If, instead, the CEO is not mitted to a disclosure decision prior to learning the value of the signals, then he will be tempted to reveal those that are favorable to him. The other players will infer that they are getting a biased sample and, thus, make a downward adjustment. In this sense, the situation is similar to that of “exaggerating effort. “The details of the analysis are, to be sure, different and await future analysis, but our general conclusions will generally hold. 4 Discussions and Conclusion Most corporate governance reforms involve increased transparency. Yet, discussions of disclosure generally focus on issues other than governance, such as the cost of capital and productmarket petition. The logic of how transparency potentially affects governance is absent from the academic literature. We provide such analysis in this paper. We show that the level of transparency can be understood as deriving from the governance relation between the CEO and the board of directors. The directors set the level of transparency (., amount and quality of disclosure) and it is, thus, part of an endogenously chosen governance arrangement. Increasing transparency provides benefits to the firm, but entails costs as well. Better transparency improves the board‟s monitoring of the CEO by providing it with an improved signal about his quality. But better transparency is not free: The better able the market is to learn about the CEO‟s ability, the greater the risk to which the CEO is exposed. In our setting, the profitmaximizing level of transparency requires balancing these two factors. Our model implies that there can be an optimal level of transparency. Consequently, attempts to mandate levels beyond this optimum decrease profits. Profits decrease both because managers will have to be paid higher salaries to pensate them for the increased career risk they face, and because greater transparency increases managerial incentives to engage in costly and counterproductive efforts to distort information. We emphasize that these effects occur in a model in which all other things equal, better information disclosure increases firm value. One key assumption we make throughout the paper is that the board relies on the same information that is released to the public in making its monitoring decisions. Undoubtedly, this assumption is literally false in most firms, as the board has access to better information than the public. Noheless, CEOs do have incentives to manipulate information transfers to improve the board‟s perception of them, and this idea has been an important factor in a number of recent studies(see, ., Adams and Ferreira, in press).In addition, in a number of publicized。