Wednesday, June 21, 2023

Independent Directors and Corporate Financial Performance (A 2022/23 Update by Daley Mok) 3/3

Results

After excluding financial institutions (due to their principal line of business involving accepting deposits or premiums to making loans or investments, rendering a direct comparison of their accounting returns with those of other industries misleading), companies with missing data (e.g., those suspended for trading, or those with losses in the previous year, hence a meaningful P/E could not be calculated) and companies with outdated financial data (those not yet published 2020/21 annual reports) from our complete list, the sample size became 1,276 (see Table 1):

Table 1 – Sample Composition

Company Category

Number

%

Main

Large Companies (excl. CEs & CAs)

161

12.6%

Medium Companies (excl. CEs & CAs)

365

28.6%

Small Companies (excl. CEs & CAs)

363

28.4%

Main & GEM

CEs

203

15.9%

CAs

75

5.9%

GEM

Excl. CEs & CAs

109

8.5%

Total

1,276

100.0%

Table 2 reveals that the mean % of NEDs of all the 1,276 companies was 0.5536 and mean % of INEDs was 0.4265. The mean No. of NEDs was 4.48 while the mean No. of INEDs was 3.33. The medians of these four proxies for independent director were reasonably close to the means, indicating that the sampling distributions were reasonably symmetric. This was also evident by looking at the skewness figures which ranged from 0.314 to 2.239. The respective standard deviations of these four proxies with symmetric shape are therefore useful indicators.

In contrast, the four proxies for company financial performance skewed far to the right. The means of ROE, ROA, P/E and MV/BV were 13.7588, 6.3151, 70.88 and 1.8236, while the respective medians were much lower at 9.5525, 4.0735, 11.16 and 0.7733. The positive skewness ranging from 11.254, 7.087, 33.349 and 10.777 were indeed very high, confirming the presence of extreme outliers.

Table 2 – Descriptive Statistics of the Whole Sample

It is therefore meaningful to eliminate all outliers from further analysis. In this study outliers were those data above the upper fence (Q3 + 1.5 x Interquartile Range), or below the lower fence (Q1 – 1.5 x Interquartile Range) in a boxplot. After such elimination, the sample size was reduced to 988 (see Table 3):

Table 3 – Sample Composition without Outliers

Company Category

Number

%

Main

Large Companies (excl. CEs & CAs)

113

11.4%

Medium Companies (excl. CEs & CAs)

276

27.9%

Small Companies (excl. CEs & CAs)

290

29.4%

Main & GEM

CEs

168

17.0%

CAs

67

6.8%

GEM

Excl. CEs & CAs

74

7.5%

Total

988

100.0%

The means and medians of all the variables became reasonably close. Their closeness was supported by the degrees of skewness which ranged from 0.897 to 1.572. That showed the sampling distributions of all the variables were reasonably symmetric (see Table 4).

Table 4 – Descriptive Statistics of the Whole Sample without Outliers

As mentioned earlier, to isolate the effects of size, growth-orientation and shareholder background, the whole sample was divided into different groups for running separate regression analyses. Different groups could then be compared in respect of the strength of relationship between the tested variables. On top of the groups identified in Table 3, all non-CE/non-CA Main Board Companies (679 in total) were further divided into High MV/BV Companies and Low MV/BV Companies. High MV/BV Companies were defined for the purposes of this study to delineate those companies with a MV/BV exceeding 3, which represented a high ratio. By implication, low MV/BV Companies were those with a MV/BV ratio of 3 or less. As such, 27 high MV/BV Companies and 652 low MV/BV Companies were identified.

Hypothesis 1

Many significant associations, with p-values less than 0.05, were found after simple regression runs (see Table 5):

Table 5 – Linear Regression Results

Company Category

Indep. Var.

Dep. Var.

r

p-value

Main & GEM – All Companies

% of NEDs

ROE

0.067

0.036

% of INEDs

ROA

0.097

0.002

MV/BV

0.081

0.011

No. of NEDs

ROA

0.122

0.000

MV/BV

0.070

0.029

No. of INEDs

ROA

0.097

0.002

P/E

0.067

0.035

Main Board – All Companies (excl. CEs & CAs)

No. of NEDs

P/E

0.081

0.034

No. of INEDs

ROE

0.086

0.024

ROA

0.077

0.046

P/E

0.115

0.003

Main Board – Large Companies (excl. CEs & CAs)

% of INEDs

P/E

0.227

0.015

No. of NEDs

ROE

0.277

0.003

No. of INEDs

ROE

0.356

0.000

Main Board – Low MV/BV Companies (excl. CEs & CAs)

% of NEDs

P/E

0.078

0.048

No. of INEDs

ROE

0.089

0.024

ROA

0.081

0.038

P/E

0.107

0.006

Main & GEM – CAs

% of NEDs

MV/BV

0.373

0.002

No. of NEDs

MV/BV

0.245

0.045

The p-values of these findings were less than 0.05, and indeed in some cases were less than 0.01, hence the first null hypothesis was rejected at a significance level of 5%. In other words, independent directors were found to be associated with company financial performance. It could be seen that, independent directors, for HK-listed companies as a whole, in terms of both percentage and absolute number, were positively associated with both accounting returns (ROE, ROA) and market-based returns (P/E, MV/BV). Similar impacts were evidenced for subgroups including All Main Board Companies, All Large Main Board Companies, and Low MV/BV Main Board Companies. For CAs, however, the association was on market-based return (MV/BV) only.

Before further analysis, it thus seems that independent directors’ positive impact was more pronounced on companies on the Main Board than on the GEM; more on Large Main Board Companies than the Medium and Small ones; more on Low MV/BV Main Board Companies than the High MV/BV ones. Market-based return reacted positively for CAs with more independent directors, though accounting returns did not display similar effect.

Hypothesis 2

The respective correlation coefficients found with GEM companies were compared against those found with Main Board companies using r-to-z transformation. Likewise, high MV/BV Main Board companies, as another proxy for growth-oriented companies, were compared with low MV/BV Main Board companies for sensitivity analysis. In addition, to control for the possible effect of size, GEM companies were separately compared with three subgroups of Main Board companies, namely, Large, Medium, and Small. For a two-tailed test, if the absolute value of z is greater than 1.96, a 5% significance level is attained. One significant difference was found (see Table 6):

Table 6 – Z-Value between Growth-Oriented Companies and Non-Growth Oriented Companies

Groups Concerned

Indep. Var.

Dep. Var.

z-value of the difference

GEM – All Companies (excl. CAs & CEs) with Main Board – Large Companies (excl. CAs & CEs)

No. of INEDs

ROE

-2.373

Though there were no other significant differences identified, the positive association between No. of INEDs and ROE was significantly stronger in Large Main Board Companies than All GEM Companies excluding CAs and CEs.

Hypothesis 3

In relation to Companies Majority-Owned by Mainland Chinese Interests and Companies Majority-Owned by Non-Mainland Chinese Interests, one significant difference was found (see Table 7).

Table 7 – Z-Value between Companies Majority-Owned by Mainland Chinese Interests and Companies Majority-Owned by Non-Mainland Chinese Interests

Groups Concerned

Indep. Var.

Dep. Var.

z-value of the difference

Main & GEM – CAs with Main Board – Medium Companies (excl. CAs & CEs)

% of NEDs

MV/BV

1.979

Though no other significant differences were found, the association between % of NEDs and MV/BV was significantly stronger in CAs than in Medium Main Board Companies.

Conclusion

Keeping in mind that truly independent directors are difficult to have, there is again strong evidence in the HK context that independent directors lead to better corporate financial performance. The positive associations cover independent directors in percentage or absolute terms, as represented by INEDs alone and combined with NEDs as well, and corporate financial performance expressed in accounting ratios or market-based returns. Such associations are evident in companies of all sizes, settling some previous question about the validity of the one-size-fits-all requirement of independent directors (Mok, 2005) imposed on all listed companies.

There is insufficient evidence to claim that independent directors have greater impact on growth-oriented companies than non-growth-oriented companies, though the positive association between No. of INEDs and ROE was found to be significantly stronger in Large Main Board Companies than All GEM Companies. We can therefore conclude that independent directors in Large Main Board Companies, especially INEDs, are more associated with increasing accounting return than those in growth-oriented companies. It might be a reflection of the higher quality or effectiveness of INEDs in Large Main Board Companies against those in growth-oriented companies.

There is also insufficient evidence that independent directors have greater impact on companies majority-owned by mainland Chinese interests than those not majority-owned by mainland Chinese interests. However, the association between % of NEDs and MV/BV was significantly stronger in CAs than in Medium Main Board Companies. It could mean that NEDs in CAs, as against their counterparts in Medium Main Board Companies, are viewed more favorably by the market, and that view is reflected in higher market valuation.

Given decreasing investors’ interest, the GEM has effectively failed to live up to its expectation in assisting growth enterprises. With the progressive influx of sizeable CEs and CAs into the Main Board, coupled with more and more HK companies expanding into the mainland market, there is growing infiltration of mainland Chinese characteristics in the HK market in general. Whether a company is growth-oriented, or a company is majority-owned by mainland Chinese interests, is becoming less of a characteristic in the HK context. In any event, this particular market shows strong evidence that there are positive associations between independent directors and corporate financial performance.

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