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이상혁(Sang Hyuk Lee),배진한(Jinhan Pae) 한국경영학회 2020 經營學硏究 Vol.49 No.2
This paper examines whether the National Pension Service of Korea (the NPS), the largest institutional investor, is fulfilling its fiduciary responsibility by investigating cases in which the NPS has cast votes against resolutions in the shareholders meetings. Since the Korea Stewardship Code, 「Principles on the Fiduciary Responsibilities of Institutional Investors」 was introduced in 2016, we find that the NPS has been more likely to vote against firms that have weak corporate governance, that hire non-big auditors, or in which the largest shareholder’s ownership is high. However, the “dissent” voting has not been generally accompanied by a subsequent reduction in the ownership interest of the NPS when we control for the stock performance, audit quality, and the largest shareholder’s ownership interest. That is, the NPS did not engage in real actions other than exercising voting rights against firms even after the Korea Stewardship Code was introduced. We provide implications for the NPS to fulfill the stewardship responsibilities and achieve other strategic goals including the enhancement of corporate governance.
추재연 ( Jaeyon Chu ),허경선 ( Kyongsun Heo ),배진한 ( Jinhan Pae ) 한국회계학회 2017 회계저널 Vol.26 No.1
Kakao Corporation is a leading mobile lifestyle platform company in Korea, providing a mobile messaging service with voice calling capability and a variety of other services such as mobile games and streaming music. On May 26, 2014, Kakao announced a merger with Daum Communications through stock exchange. It was surprising that Kakao chose to go public through a merger with Daum (reverse takeover or backdoor listing) instead of an initial public offering. Unlike listed shares of Daum, Kakao`s shares are not publicly traded. Thus, the equity value of Kakao needs to be estimated to determine the stock exchange ratio between Daum and Kakao. In this case study of Kakao, we reformulate financial statements and demonstrate how to apply an accounting valuation model. More specifically, we adopt the residual operating income model and the abnormal operating income growth model in determining the equity value of Kakao. This case study will be useful for academics and practitioners to understand the equivalence of the residual operating income model and the well-known discounted cash flow model, as well as the benefits and costs of the backdoor listing vis-a-vis the initial public offering.