1.0 Introduction of Agency
Relationship
Agency relationship is an
arrangement where one entity hires another entity to work on behalf of it.
Agency relationship involves between two parties, one is principal and another
is agent. This relationship arises when one or more individuals (known as
principal) appoints another individual (known as agent) to complete some
service and delegate the decision making authority to that agent. In addition,
agency relationship is a fiduciary relationship that means it based on the
trust and confidence where the principal delegates the authority and funds to
the agent. It is also known as principal –agent relationship. However, in a large
corporation, there is separation of management and ownership. It means those
who are the owners don’t participate to manage the firms and those who manage
the firms are not the owners. As we know, shareholders are the owners of the
large corporations. Therefore, shareholders employ the managers to work on
behalf of them where shareholders are the principal and mangers are the agent.
Usually shareholders employ professionals who have technical skills, knowledge
and experience so that the can work to protect the best interest of the
shareholders. But mangers might take actions which are not in the best interest
of shareholders For example, Nasser works on behalf of Rami. Nasser contracts
with Raza to purchases 500 football. Unfortunately, Raza are not able to pay
200 football bill after delivering the product. Rami can legally responsible
for Raza’s bill although the business was made by Nasser. So, here Nasser legally
not responsible for this since Nasser works as agent of Rami.
2.0 Agency problem
In the relationship of management
and shareholder, there is a possibility of conflicts to interest between the
principle and the agent called agency problem which actually occurs in finance.
An agency problems occurs when the shareholder gives to manager (agent) to look
after the company, the manager may look to their own needs first. However, if in
a company employs want to earn more profit by using false accounting report,
the owners will loss. Enron is a well-known organization, in 2001 this
organization was lost a large amount of dollars due to personal needs of
employs. On Dec. 2, 2001, Enron declared
bankruptcy. Thousands of people were thrown out of work, and thousands of
investors - including most of the company's employees - lost billions of
dollars as Enron's shares shrank to penny-stock levels (Edmonds, P. 2015).
As from example of Enron, in 2001, the
collapse of energy giant Enron indicated how catastrophic the agency problem
can be when the company’s officers and governing body, including Chairman
Kenneth Lay, CEO Jeffrey Skilling and CFO Andy Fastow, were offering their
Enron stock at higher price because of accounting reports that made the stock
appear to be more significant than it really was. After the embarrassment was
revealed, a considerable number shareholders lost a large amount of dollars as
Enron share value plummeted.
Another
agency problem occur when financial analysts invest to best interest of their
customer. A structured financial product that pools together
cash flow-generating assets and repackages this asset pool into discrete
tranches that can be sold to investors. A collateralized debt obligation (CDO)
is so-called because the pooled assets – such as mortgages, bonds and loans –
are essentially debt obligations that serve as collateral for the CDO (Staff,
I. 2003). Thereof, Goldman Sachs is
better example of regarding this problem. Goldman Sachs and other stock
brokerage firms established mortgage-backed securities, the mortgages would
suffer foreclosures. As from example of Goldman Sachs and the real estate
bubble made short-term sellers. At the point when the housing bubble hit in
2008, the estimations of the CDO's dropped and the short-sellers made a huge
number of dollars. In the meantime, a huge number of investors and property
holders lost nearly everything in the collapse.
3.0 Agency costs
Agency costs are internal costs
incurred from asymmetric information or conflicts of interest between
principals and agents in an organization (Wilkinson,
J.2013). It refers the owner of the company want manager to run the company in
order to increase share value of shareholder, the manager may look at own
benefit even though market value of the company is low which stated agency
cost. However, in a large corporation, two types of agency costs forms are direct
agency cost and indirect agency cost. The direct agency cost refers the
suboptimal decision are made by managers in order to grow own benefit of managers
either market value high or low of the company. In a corporation, have three
direct agency costs are monitoring costs and bonding costs and corporate
expenditure. For example, the manager try to avoid those project have high risk
and there is possibility of outcome is negative.
3.1 Direct costs
3.1.1 Monitoring costs
It
is another agency costs which costs are allowed by shareholder to monitor or
restriction action of manager. As Jensen and Meckling (1976) states that “Monitoring
costs are expenditures paid by the principal to measure, observe and control an
agent’s behavior. They may include the cost of audits, writing executive
compensation contracts and ultimately the cost of firing managers” the cost of
the monitoring will be paid by the owner although the compensation occur by
agent. For example, if a board of
director at a company acts behave of shareholder to monitor the management
activities in order to increase the shareholder value. The costs of having consider
as monitoring costs. However, monitoring will able to prevent more obvious
agency cost like Parks. It can confirm that managers are putting adequate time
for the occupation. Be that as it may, monitoring for controlling to diminish
the monitoring costs by managers needs time and money. In spite of the fact
that a percentage of the monitoring are beneficial, yet some of them is soon
come as far as possible when an additional dollar spent of monitoring would not
give back an additional dollar worth from reduced agency cost .
3.1.2
Bounding costs
This
will be issued to ensure that manager’s activity will not hurt shareholders
wealth and to guarantee that the principal will be compensated in case of
manager harmful by such activities. Bonding cost is borne by the agent which is
included misdemeanor, contractual obligation on the power, limitation on profitable
opportunities to take full advantage. In most of the agency relationship
the agent will bring about positive monitoring and bonding costs, i.e.,
financial and in addition non-monetary, and edition. However, there will be
some difference decision between the principle and the agent that the decision
would expand the welfare of principle. For example, if a manager agree to stay
with a company in order to run the company behave of shareholder. The managers
have to forgo other potential opportunities are considered as bonding costs. Denis
(2001) argues that optimal
bonding contact must look at best interest of shareholder in order to take all
decision by managers. Moreover, since managers cannot made to do everything
that shareholder would wish to do. But bonding gives a method for making
managers do a portion of the things that shareholders would like by composing a
not as much as perfect contract.
3.1.3
Corporate expenditure
It refers the costs is shareholder
but management takes benefit. This cost bone by shareholder. In a corporation,
management works behave of shareholder to manage the company in terms of
increase the share value of company. Corporate expenditure raises those costs
which is more expensive and is not important to buy for the company. Assume,
the company purchases new luxuries jet which is not needed for the company but
the management will take this advantages.
3.2
Indirect costs
3.2.1
Loss of opportunity
It
refers despite the investment is favorable
for company, the managers not agree to take this investment for their
self-interest. As we know business means risk. If the company doesn’t take a
risk to invest, the company will not able to run their business and the share
value of the company will not increase. However, if a company wish to invest
new share. The new investment is expecting to favorable impact for the share
value, besides that also have some risky for the firm. The owners of the company
wish to take this investment in order to rise the share value. The manager may
not wish to take this decision because there is a possibility of negative
outcome. The managers will not make this investment due to loss their job if
the outcome is negative. In this case, the company may lose a valuable
opportunity.
4.0
Remedies to reduce the agency problem
Conflict of interest is one of the
major problem in public listed companies due to separation of their management
and ownership. Generally it arises when there is a difference between
shareholders and management goals. The difference of the goals may affect the
performance of the company. Therefore, it is obligatory for the companies to
resolve this conflict. However, the remedies of conflict of interest are
discussed below-
4.1 Managerial Compensation
Managerial compensation is one of
the way of reducing the conflict of interest between the management and
shareholders. If the company provide enough remuneration and facilities to the
managers it can reduce the conflict of interest. However, compensation can be
in the form of shares instead of remuneration which may be the effective way of
resolving conflict of interest.
1) Executive Share Option Scheme:
This is a performance based scheme by which managers can buy the shares of the
company in the future date where the prices are determined now. This scheme
inspire the mangers to work in such way that will push up the price of shares
at future time. When the mangers works to rise the share price, it increase the
company performance that may result a high profit for the company which is main
goal of the shareholders. But this scheme may not be beneficial for the
company.
2) Performance shares:
A kind of shares given to the managers that are connected with the company
performance and the performance of the company depends on the earning per
shares, return on capital, return on equity. When the EPS, ROE increase the
price of the performance shares increase. These kind of shares motivate the
managers to work on behalf of the company in order increase their share price.
Furthermore
the conflict of interest can be reduced by taking two extreme position
regarding the top managers of the company.
1) Threat of dismissal:
Companies can threat to the top managers that if the company make a bad
performance they will be cut off. But this process is not very effective for
large companies where the ownership and the management are highly dispersed.
2) Exposure to take-over Bid:
When the performance of the company is bad, and the share is consequently
undervalued it may be exposed to hostile takeover bid. Which may affect the top manager’s jobs. The
tendency of hostile takeover bid motivates by other companies motivates the
managers to take their actions in such way which can maximizes the share price.
4.2 Corporate governance
Companies can reduce the conflict of
interest by establishing good corporate governance within the organization. According
to Dayton (1948) corporate governance as the process, structures and
relationships through which board of directors oversee what the executive do to
achieve the objective of the company. The main objective to have a good
corporate governance to ensure that all the activities of the organization are
in line with the interest of shareholders. A corporate governance do the
following in order to resolve the conflict of interest.
1) It
establish a culture in which Directors will give priority to protect the
shareholders best interest.
2) It
analyzes corporate audit regulations, corporate disclosure framework to improve
the accountability and transparency of companies, compliance to statutory
regulation, best ethical practice, and consumer protection and so on.
3) It
ensures that the audit committee assists the board of directors to make the
financial statements accurate and transparent ensuring compliance with the
legal and regulatory requirements, and the efficiency of the company’s internal
audit functions.
4) It
ensures the creditability of companies, and the existence of managerial system
which promotes creative entrepreneurship.
5) It
increase corporate value by ensuring transparency and efficiency.
6) It
allows the board of directors to observe management activities by implementing
policies.
7) It
ensure the reward of those who provide finance to the Companies.
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