{"title":"Baylor University roundtable on the corporate mission, CEO pay, and improving the dialogue with investors","authors":"Don Chew","doi":"10.1111/jacf.12619","DOIUrl":"https://doi.org/10.1111/jacf.12619","url":null,"abstract":"","PeriodicalId":46789,"journal":{"name":"Journal of Applied Corporate Finance","volume":"36 3","pages":"25-40"},"PeriodicalIF":0.7,"publicationDate":"2024-09-23","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"142708330","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
{"title":"Michael Jensen's contributions to the theory of the firm: A tribute in three acts","authors":"Bartley J. Madden, Douglas E. Stevens","doi":"10.1111/jacf.12620","DOIUrl":"10.1111/jacf.12620","url":null,"abstract":"<p>Michael Cole Jensen (1939–2024) passed away on April 2, 2024 in Sarasota, Florida. A number of fitting tributes have appeared celebrating the life of one of the world's most productive and influential financial economists. A tribute to Jensen by Eugene Fama on the University of Chicago website <i>ProMarket</i> emphasizes how Jensen's research contributions put him in the highest echelons of academic finance and economics. Fama cites several of Jensen's seminal papers, including his 1976 paper coauthored with William Meckling, “Theory of the Firm: Managerial Behavior, Agency Costs and Ownership Structure.”1 Jensen's paper with Meckling became the most heavily cited paper in the corporate finance literature and established agency theory as the dominant theory of the firm in finance and accounting. Fama also highlights Jensen's role in the transformation of finance into a scientific discipline, noting that he founded the <i>Journal of Financial Economics</i> in 1974 and edited it for over 20 years to drag the <i>Journal of Finance</i> “into the era of scientific research.” Finally, Fama highlights Jensen's leadership and foresight in launching the Social Science Research Network (SSRN) in 1994 to advance research across the social sciences.2</p><p>Another tribute to Jensen on <i>ProMarket</i> by Cambridge Law Professor Brian Cheffins suggests that Jensen's thinking on the public corporation underwent a 180-degree turn. In Cheffins's account, Jensen began his career as a strong advocate of the corporation as a driver of innovation and growth in the economy, calling it “an awesome social invention” in his seminal article with Meckling. After the economic stagnation and rampant inflation of the 1970s, however, Jensen allegedly became a fierce critic of the corporation, expressing skepticism about internal corporate systems and emphasizing the effectiveness of the market for corporate control to discipline manager opportunism. Cheffins highlights Jensen's promotion of the corporate takeover boom of the 1980s and the proliferation of incentive pay for executives based on stock options and earnings targets.</p><p>When the takeover boom suddenly halted in the 1990s, Cheffins notes that Jensen blamed executives and politicians who had put up roadblocks to corporate takeovers. Jensen also criticized self-serving managers and compliant boards who had used incentive pay to shield executives from market risk while adding significantly to their total compensation. Yet, public corporations continued to grow in number and size and were a major contributor to strong economic growth and soaring stock prices throughout the 1990s. But in Cheffins’ view, for all the accomplishments of US public companies, “there would be no reversal of Jensen's 180 degree turn regarding the public company.”3</p><p>In contrast to prior tributes, we focus on Jensen's contributions to the theory of the firm over his illustrious career. We argue that his contributions in this area repre","PeriodicalId":46789,"journal":{"name":"Journal of Applied Corporate Finance","volume":"36 3","pages":"117-125"},"PeriodicalIF":0.7,"publicationDate":"2024-09-08","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"https://onlinelibrary.wiley.com/doi/epdf/10.1111/jacf.12620","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"142188253","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"OA","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
{"title":"Michael C. Jensen: Scholar, mentor, colleague","authors":"Clifford W. Smith","doi":"10.1111/jacf.12616","DOIUrl":"10.1111/jacf.12616","url":null,"abstract":"","PeriodicalId":46789,"journal":{"name":"Journal of Applied Corporate Finance","volume":"36 3","pages":"9-15"},"PeriodicalIF":0.7,"publicationDate":"2024-09-08","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"142188252","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
{"title":"A message from the editor","authors":"Don Chew","doi":"10.1111/jacf.12617","DOIUrl":"10.1111/jacf.12617","url":null,"abstract":"","PeriodicalId":46789,"journal":{"name":"Journal of Applied Corporate Finance","volume":"36 3","pages":"2-4"},"PeriodicalIF":0.7,"publicationDate":"2024-08-30","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"142188181","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
{"title":"A message from the Editors","authors":"John McCormack","doi":"10.1111/jacf.12614","DOIUrl":"10.1111/jacf.12614","url":null,"abstract":"","PeriodicalId":46789,"journal":{"name":"Journal of Applied Corporate Finance","volume":"36 2","pages":"2-4"},"PeriodicalIF":0.7,"publicationDate":"2024-07-07","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"141571945","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
{"title":"Rational sustainability","authors":"Alex Edmans","doi":"10.1111/jacf.12609","DOIUrl":"10.1111/jacf.12609","url":null,"abstract":"<p>ESG is under attack from all sides. Opponents object to the incorporation of environmental, social, and governance (“ESG”) issues in investment decisions, arguing that it allows fund managers to pursue their own agendas at the expense of client returns. Proposed solutions range from disinvesting from ESG funds to banning ESG outright. In January 2024, Republican lawmakers in New Hampshire introduced a bill to prohibit the state from investing in funds that consider ESG factors; violation would be a felony punishable by up to 20 years in prison.</p><p>Supporters range from true believers, who view ESG as a sure-fire way to achieve both financial returns and social impact, to opportunists who saw ESG – at least historically – as a means to exploit a bubble. Asset managers launched ESG funds; companies courted capital, customers, and colleagues by touting their ESG credentials; and authors, influencers, and professors reinvented themselves as ESG experts even if they never previously cared for the topic. But both true believers and opportunists are recognizing the shifting sands – the former are ploughing ahead but calling it something different; the latter are reversing course and looking for the next fad. In June 2023, BlackRock's Larry Fink, a previously outspoken ESG supporter, announced that he'd no longer use the ESG term because it had become “weaponized,” but not change his actual stance. A January 2024 <i>Financial Times</i> article noted that just six funds citing ESG factors launched in the second half of 2023, as compared with 55 in the first half.1 On the same day, the <i>Wall Street Journal</i> dubbed ESG “the latest dirty word in Corporate America.”2</p><p>Alongside the true believers and opportunists lies a third group of supporters. They believe that the <i>practice</i> of integrating some – but not all – ESG factors, can create value, but the <i>term</i> “ESG” has several problems. In a 2023 article entitled “The End of ESG,” I argued that ESG is “extremely important” because it is critical to long-term value and thus should be of interest to anyone, but the term “ESG” implies that it's niche. I also claimed that it is “nothing special” compared to other intangible assets such as productivity, innovation, and culture, but the term “ESG” puts it on a pedestal.3 This is far more than a semantic issue since the term ends up affecting the practice; the “incorporation” of environmental, social, and governance factors sometimes morphs into their “prioritization” or “exclusive consideration.” Some companies allocate capital to initiatives that can be labelled ESG over those that might create more long-term value, or make misguided decisions designed to improve ESG metrics even when they are not material to the business. Some investors buy a stock that satisfies ESG criteria with little regard for its price, or automatically vote against the appointment of a new director if it does not achieve their board diversity target, irrespective ","PeriodicalId":46789,"journal":{"name":"Journal of Applied Corporate Finance","volume":"36 2","pages":"8-15"},"PeriodicalIF":0.7,"publicationDate":"2024-07-01","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"https://onlinelibrary.wiley.com/doi/epdf/10.1111/jacf.12609","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"141552402","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"OA","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
Kishan Gokaraju, Ahmed Mahmoud, Daniel Williams, Phillip Fr Duke, Mark Ross
{"title":"Scapulothoracic tenodesis using hamstring tendon graft for treatment of problematic scapula winging: A new surgical technique.","authors":"Kishan Gokaraju, Ahmed Mahmoud, Daniel Williams, Phillip Fr Duke, Mark Ross","doi":"10.1177/17585732231174178","DOIUrl":"10.1177/17585732231174178","url":null,"abstract":"<p><strong>Introduction: </strong>Winging of the scapula occurs due to dysfunction of its stabilising muscles, most commonly serratus anterior and/or trapezius, for example in facioscapulohumeral muscular dystrophy. Resultant loss of scapular control and abnormal kinematics can decrease shoulder function due to glenohumeral joint instability, loss of range of motion and pain. Previously described treatment for cases resistant to physiotherapy includes scapulothoracic arthrodesis which involves risk of non-union and metalwork failure, as well as reduced respiratory function due to immobilisation of a segment of the adjacent chest wall.</p><p><strong>Technique: </strong>We present a novel surgical approach to the management of problematic scapular winging by using hamstring graft to achieve a scapulothoracic tenodesis.</p><p><strong>Discussion: </strong>We believe this technique provides an adequately stable scapula for improved shoulder movement and function, a sufficiently mobile chest wall for improved lung function and avoidance of complications specifically associated with arthrodesis.</p>","PeriodicalId":46789,"journal":{"name":"Journal of Applied Corporate Finance","volume":"35 2","pages":"274-284"},"PeriodicalIF":0.0,"publicationDate":"2024-07-01","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"https://www.ncbi.nlm.nih.gov/pmc/articles/PMC11135188/pdf/","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"72559611","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"OA","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
{"title":"Corporate social responsibility and the shareholder primacy paradigm","authors":"David J. Denis","doi":"10.1111/jacf.12613","DOIUrl":"10.1111/jacf.12613","url":null,"abstract":"<p>Recent years have witnessed an explosion in the attention paid to the notion of corporate social responsibility (CSR), the idea that corporations have an obligation to consider the impact of their decisions on a broad set of stakeholders that extends well beyond their investors. Such social concerns are by no means new; they were matters for corporate boardroom and top management discussions long before Milton Friedman published his famous editorial on the social responsibility of business.1 Nonetheless, for at least the past decade and since the passing of the Global Financial Crisis, CSR advocates have more vigorously pursued their mission of incorporating social concerns within the purview of corporate decision-making.</p><p>But why so much corporate attention to social matters now? Three possibilities come to mind. First, the urgency of social concerns and the perceived ability of and expectation that corporations will do something about them have increased over time as public companies have become steadily larger and their reach more global. Climate change is the prototype of a social issue whose urgency and scope continue to grow over time. Second is the possibility that, although the social concerns themselves have not changed much over time, individual preferences have changed and various stakeholders have become more sensitive to those concerns than before. A third possibility is that, although social concerns tend to arise from negative “externalities” that most economists assume are best managed through government regulation, growing or widespread skepticism about the ability of government institutions to address these concerns in cost-effective ways could lead to increased demand for corporate investment in addressing social challenges.</p><p>Regardless of the reason for the increased attention to CSR, it is almost invariably accompanied by calls for rethinking the idea of shareholder primacy in the corporate objective function. In this article, I address the question of whether the increased focus on CSR requires a paradigm shift away from the traditional shareholder primacy model toward one that gives more voice to stakeholders. My short answer to this question is no, and for three main reasons:</p><p>First, the increased focus on CSR has virtually nothing to do with the factors that led to the establishment of shareholder primacy as the dominant paradigm. The theory of shareholder primacy which is a cornerstone of modern corporate finance arose as an efficient solution to “contracting” problems faced by corporations that have a diverse set of stakeholders, each of which often has different preferences about what and how certain corporate decisions get made.2 Such contracting problems—which have long been, and will always be, with us—are likely to become even more intractable with the rising demand for CSR. Which leads to the suggestion: if we thought that shareholder primacy was part of an efficient organizational structure befo","PeriodicalId":46789,"journal":{"name":"Journal of Applied Corporate Finance","volume":"36 2","pages":"21-26"},"PeriodicalIF":0.7,"publicationDate":"2024-06-11","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"https://onlinelibrary.wiley.com/doi/epdf/10.1111/jacf.12613","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"141359912","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"OA","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
{"title":"Epilogue: Sustainable financial management (and the promise and pitfalls of ESG investing)","authors":"Don Chew","doi":"10.1111/jacf.12612","DOIUrl":"10.1111/jacf.12612","url":null,"abstract":"","PeriodicalId":46789,"journal":{"name":"Journal of Applied Corporate Finance","volume":"36 2","pages":"27-35"},"PeriodicalIF":0.7,"publicationDate":"2024-06-06","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"141377452","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}