Tracey J. Riley and Alex C. Yen
Although accounting is typically seen as a numbers-oriented discipline, with an emphasis on quantifying economic events and activity, the nexus of language and accounting, specifically the role of language in communicating corporate accounting results, has received an increasing amount of attention in recent years. This is because quantified accounting results (e.g., earnings per share, sales revenue) are rarely communicated in isolation. Rather, they are usually accompanied by a non-quantitative narrative, such as an earnings press release, a corporate annual report, or the president’s letter, which, along with conference calls and content at corporate websites, we collectively refer to as “accounting narratives.” These narratives allow management to elaborate on and contextualize the financial performance of the company. However, because they are not as extensively regulated as the financial statements and are not standardized, these narratives can also be used by companies for impression-management purposes, to obfuscate (poor) performance and to “spin” the financial results to the companies’ favor.
Research into accounting narratives dates back to 1952 and has focused on a wide variety of features of narratives and on how those features affect financial statement readers’ (most notably, investors’) reactions. The earliest studies focused on accounting narratives’ readability by performing a syntactic analysis to assess the cognitive difficulty of written passages. This line of research has found that accounting narratives are syntactically complex and difficult to read and that management intentionally makes bad news less readable in order to strain the readers’ cognitive processes and lead to lower comprehension of the bad news. In addition to this evidence of obfuscation, researchers have found support for managers engaging in attributional framing, which is the tendency to attribute positive outcomes to actions within the company and negative outcomes to actions external to the company (e.g., the government or the weather) in an effort to influence readers’ perception of good versus bad news. More recently, researchers have found that managers use syntactic (sentence structure), semantic (word meaning), and metasemantic (abstract versus concrete construal) manipulation and make broad stylistic choices such as emphasis, length, and scenario form. In terms of how those features affect the readers of the narratives, readers (most notably, investors) have been shown to respond to length and readability; level of negativity; words pertaining to risk, uncertainty, credibility, commitment, and responsibility; justifications of excuses of poor performance; optimistic and pessimistic tone; vivid versus pallid language; internal versus external attributions; and use of self-references.
Erik E. Lehmann
Corporate governance is a recent concept that encompasses the costs caused by managerial misbehavior. It is concerned with how organizations in general, and corporations in particular, produce value and how that value is distributed among the members of the corporation, its stakeholders. The interrelation of value production and value distribution links the ubiquitous technological aspect (the production of value) with the moral and ethical dimension (the distribution of value). Corporate governance is concerned with this link in general, but more specifically with the moral and ethical dimensions of distributing the generated value among the stakeholders. Value in firms is created by firm-specific investments, and the motivation and coordination of value-enhancing activities and investment is protected by the power concentrated at the pyramidal top of the organization. In modern companies, it is the CEO and the top management who decide how to create value and how to distribute it among the relevant stakeholders. Due to asymmetric information and the imperfect nature of markets and contracts, adverse selection and moral hazard problems occur, where delegated (selected) managers could act in their own interest at the costs of other relevant stakeholders.
Corporate governance can be understood as a two-tailed concept. The first aspect is about identifying the (most) relevant stakeholder(s), separating theory and practice into two different and conflicting streams: the stakeholder value approach and the shareholder value approach. The second aspect of the concept is about providing and analyzing different mechanisms, reducing the costs induced by moral hazard and adverse selection effects, and balancing out the motivation and coordination problems of the relevant stakeholders. Corporate governance is an interdisciplinary concept encompassing academic fields such as finance, economics, accounting, law, taxation, and psychology, among others.
As countries differ according to their institutions (i.e., legal and political systems, norms, and rules), firms differ according to their size, age, dominant shareholders, or industries. Thus, concepts in corporate governance differ along these dimensions as well. And while the underlying characteristics vary in time, continuously or as a result of an exogenous shock, concepts in corporate governance are dynamic and static, offering a challenging field of interest for academics, policymakers, and firm managers.