AN ANALYSIS ON THE BOARD FISCAL: ACTIVISM AND MONITORING IN PUBLIC COMPANIES IN BRAZIL
Name: LAYZIANE SOUZA SILVA
Publication date: 27/12/2017
Advisor:
Name |
Role |
|---|---|
| PATRÍCIA MARIA BORTOLON | Advisor * |
Examining board:
| Name |
Role |
|---|---|
| PATRÍCIA MARIA BORTOLON | Advisor * |
| VAGNER ANTONIO MARQUES | Internal Examiner * |
Summary: Activism research have grown in the last decade, especially in Anglo-Saxon countries.
Gillan and Starks (2007) define activism as an attempt of minority shareholders to bring
changes in the company without a control change. In Brazil there are few studies on
the subject and there are rare studies on the fiscal board. This study addresses the
request for the establishment of the fiscal board in Brazilian publicly traded companies
as an activist initiative. The goal is to examine the determinants of this request, with
emphasis on proxies of monitoring. The sample used was composed by Brazilian
companies listed on the São Paulo Stock Exchange (BM & FBovespa), with annual
liquidity above 0.001, in the period of 2010, 2012, 2014 and 2016. Data were collected
at the base of Comdinheiro dataset and in Ordinary General Meetings of the
companies, available on the website of the Brazilian Securities and Exchange
Commission (CVM) or BM&FBovespa. To achieve the objective, a monitoring index
was formulated with seven questions involving topics such as ownership structure,
independence and size of the board and coverage of analysts. The methodology
adopted included descriptive analyzes, univariate tests and logistic regressions. As
important results found, it was evidenced that the number of companies that were
requested by the fiscal boar, which were not requested and have a permanent fiscal
board are similar in numbers. The central hypothesis of this work, cannot be proven
through the monitoring index, but through its components it was possible to observe
that some characteristics of the monitoring are relevant. Being accompanied by at least
three market analysts negatively influences the chances of requesting the installation
of the fiscal council. For the chances of having permanent fiscal council also negatively
influence the existence of a controlling shareholder and the size of the appropriate
board. The observed control variables showed that a higher indebtedness and a lower
Market-to-book increase the chances of requesting a fiscal council. For the adoption
of permanent advice size and Market-to-book influence positively. In general, the
adoption of the fiscal council, whether on a permanent or temporary basis, is related
to a need for greater monitoring by the shareholders
