Corporate Governance and Financing Decisions by Saudi Companies

 Abstract Purpose

This paper aims to contribute to the corporate governance literature in emerging economies by examining the effect of some corporate governance mechanisms on financing decisions in Saudi Arabian listed companies.

Methodology

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A multiple regression model is used to examine the association between financing decisions and corporate governance mechanisms for a sample of 37 listed Saudi companies. In particular, we examine the effect of board size; ownership concentration and corporate governance reporting on the debt-to-equity ratio. Corporate governance reporting is measured by the content analysis approach. Findings: After controlling for companies’ profitability and their growth opportunities, we found that both board size and ownership concentration are positively associated with debt-to-equity ratio.

Research limitations: We limit our analysis to a small sample of firms that use the internet to communicate corporate governance information between October 2005 and January 2006.

Practical implications: The findings suggest that managers are likely to choose higher financial leverage when they have stronger corporate governance (large number of directors on the board and higher ownership concentration). However, we did not find any statistical association between corporate governance disclosure and debt-to-equity ratio. This suggests that firm’s asymmetric information is not an important driver of the financing decision of Saudi Arabian companies. This might be due to the nature of the Saudi business environment.

Originality: We strongly believe that this paper provides a novel contribution to the existing literature as we are the first to examine this issue in Saudi Arabia.

Introduction

This paper aims to contribute to the corporate governance literature by examining the effect of corporate governance characteristics on financing decisions in Saudi Arabian listed companies. In particular, it examines the effect of board size; ownership concentration and corporate governance reporting on the debt-to-equity ratio. The investigation of these research issues in Saudi business environment could extend prior research and give different explanations to those carried out in more developed countries Research related to determinant of corporate capital structure is a well established part of the accounting and finance research.

Modigliani and Miller (1958) is the first to study this area of research. They also provided another study in the same area of research after modifying some assumptions such as relaxing the prefect market assumptions and considering corporate tax into their models (Miller and Modigliani, 1963). In their later study, they suggested that firm value will be enhanced if the level of debt increases because interest rate is a tax deductible and consequently companies would enjoy debt tax shield when funding their activities by long-term debt. Further accounting and finance research studies were more expressive.

Those researches were concentrated on examining some determinants of corporate capital structure. For example, the association between board size and capital structure decisions have been suggested by a number of empirical studies (see for example Mehran 1992, Berger et al. 1997, Wiwattanakantang 1999, Wen et al. 2002, Du and Dia 2005, Abor and Biekpe 2005 and Al-Najjar and Hussainey 2010a and 2010b). Another determinant of capital structure decision which received significant attention is the ownership concentration .

More recently, number of studies have, also, investigated the association between asymmetric information and corporate decisions (see for example Li and Zhao, 2006 and Bharath et al. 2009). The results of these research studies suggest that firm value will be enhanced if the level of debt increases, board size and ownership concentration are associated with capital structure decisions and firms with higher levels of information asymmetric are more likely to use debt in financing their activities than equity. Unfortunately, the results of these research studies cannot be generalized for number of reasons.

First, these results provided mixed evidence. For example, Mehran (1992), Berger et al. (1997), and Abor and Biekpe (2005) found a significant negative association between the size of the board of directors and debt-to-equity ratios, while Jensen (1986) found a positive association between higher debt ratios and larger board size. Further, other researchers found that there is no significant association between board size and debt-to-equity ratios (i. e. Wiwattanakantang, 1999; Wen et al. , 2002; and Al-Najjar and Hussainey, 2010). A second reason for the difficulty behind generalizing the results of these esearch studies are that the majority of them were carried out in most developed countries such as U. S and European continental. More precisely, in developing countries the conclusions of this line of research are likely to be challenged due to the business environmental differences between those of developed and those of developing countries. In another words, in a different business environment such those of the Middle Eastern countries, there are significant environmental factors that may affect corporate capital structure decisions.

Hove (1986 and 1990) asserted the importance of political, economical, and social systems on corporate decisions. 4 Third reason for the difficulty of generalising the evidence of prior research examining determinants of corporate capital structure is that there are very limited numbers of studies that have examined determinants of capital structure in developing countries and even fewer such studies may be found in the Middle East countries, leaving significant doubt about the applicability of these evidence in the business environment of Middle east countries

Accordingly, a natural area of extending the lines of the accounting and finance research related to determinant of corporate capital structure decisions is to explore other drivers of corporate capital structure decisions and to consider suggested drivers within a different business environment. In the present paper, we aim to examine the degree to which corporate governance affect the financing decisions of Saudi Arabian listed companies. We focus only on three corporate governance mechanisms. These are board size; ownership concentration and corporate governance reporting. The main reasons for concentrating on these issues are the possibility of making comparison with other studies because these are the most studied issues in the literature, the availability of data regarding these issues1, and the importance of advising regulators whom are more concern about these issues in the process of regulating corporate governance in Saudi Arabia.

To help us in focusing on a group of firms that report corporate governance information on their websites, we utilised a sample of 37 companies listed in Saudi Stock Market in January 2006. This was based on a recent paper by Hussainey and Al-Nodel (2008) who collected their sample from Saudi listed companies’ websites 1 Cost of capital is an important factor in corporate capital structure decisions; however data for capital structure was not available. 5 etween October 2005 and January 2006 representing a total number of 77 companies listed in the Saudi Stock Exchange at that time. We found that both board size and ownership concentration are positively associated with the debt-to-equity ratio. However, we did not find a significant association between corporate governance reporting and the debt-to-equity ratio. The findings seem to suggest that managers are likely to choose higher financial leverage when they have stronger corporate governance (large number of directors on the board and higher ownership concentration).

However, firm’s asymmetric information seems to be not a driver of the financing decision of Saudi Arabian companies. A possible explanation is that decisions relate to capital structure are affected by the Islamic view of financing which prohibits interests and in turn to the public view who disrespects such practice. This is enhanced by the weakness of the business reporting practice in Saudi Arabia which could provide pave for a different mean of getting information by parties related to loan agreements.

The results of this paper may be of use to the Saudi Arabian Capital Market Authority (SACMA, thereafter) who issued a guidance in 2006 that recommends all listed companies to disclose corporate governance information to the public. This would help SACMA to explore the attitude of companies to voluntarily report corporate governance rather than being enforced to do so. The paper proceeds as follows. Section 2 reviews prior research on the determinants of corporate capital structure. In Section 3, a description of the Saudi business environment is provided.

Sections 4 and 5 discuss the development of the research hypotheses and the research model. Section 6 is the data description. The 6 main regression results are presented in Section 7. Section 8 concludes and suggests areas for future research. 2. Literature Review Although the relationship between corporate governance and capital structure has been the subject for an extensive research in developed countries2, a limited research has been carried out to investigate the issue in business environment of developing countries.

The association between board size and capital structure decisions have been well established in prior accounting and finance research. In particular, Mehran (1992), Berger et al. (1997), Wiwattanakantang (1999), Wen et al. (2002), Du and Dia (2005), Abor and Biekpe (2005) and Al-Najjar and Hussainey (2010a and 2010b) examined the association between board size and corporate capital structure decision, but the results are mixed. Mehran (1992), Berger et al. (1997), and Abor and Biekpe (2005) reported a significant negative association between the size of the board of directors and debt-toequity ratios.

However, Jensen (1986) revealed a positive association between higher debt ratios and larger board size. Other researchers found that there is no significant association between board size and debt-to-equity ratios (Wiwattanakantang, 1999, Wen et al. , 2002, Al-Najjar and Hussainey, 2010). 2 Examples include the UK (see, for example, Demirag 1998; Ezzamel and Willmott 1993; Writer 2001; Vinten 2001), The Netherlands (Groot, 1998), and Canada (Elloumi and Gueyie, 2001). Other researchers compared the corporate governance practice between developing countries.

For instance, Vinten (2000) compared the corporate governance practice between the UK and the US. Another comparative study is Charkham (1994) which found significant differences in the corporate governance practices in five countries: Japan, Britain, France, the United States and Germany. 7 Ownership concentration is considered as one of the key determinants of capital structure decision. Wiwattanakantang (1999) reported that managerial shareholdings have consistent positive influence on family-owned firm leverage.

In addition, Al-Najjar and Hussainey (2010a) found that insider ownership is positively and significantly associated with the debt-to-equity ratio. However, Al-Najjar and Hussainey (2010b) did not find the expected significant results. A relatively recent and growing number of studies have investigated the association between asymmetric information and corporate decisions (see Li and Zhao, 2006 for more details). For example Bharath et al. (2009) used a novel information asymmetry index and examined the extent to which information asymmetry is a determinant of capital structure decisions.

They found that information asymmetry affects capital structure decisions of US companies. In particular, they found a significant positive association between information asymmetry and debt-to-equity ratio. In other words, their results suggest that firms with higher levels of information asymmetric are more likely to use debt in financing their activities than equity. On the other hand, other research found that voluntary disclosure is negatively related to asymmetric information. For example, Hussainey et al. 2003) found higher levels of voluntary disclosure reduce information asymmetry between the firm and investors and hence increase investors' ability to better anticipate future earnings. Research investigating corporate governance in developing countries is much beyond in considering the impact of issues of corporate governance on corporation capital structure. A review of research investigating issues of corporate governance revealed that most such research approach the issue whether to describe the state of 8 orporate governance from an official perspective or from the perspective of what should the practical applications of its principles be. For example, Al-Motairy (2003) explored the state of corporate governance practices in Saudi Arabia. He concluded that there is a vital need for a review of these regulations to reflect the current practices of corporate governance, the issuance of guidance for best practices for management and financial affair in corporations and the establishment of an organisation to accelerate the adoption of best practices of corporate governance.

Similarly, Fouzy (2003) evaluated the practices of corporate governance’s principles in Egypt. He recognised the development in Egyptian official regulations toward the application of best practices of corporate governance. He then argued that these developments are not met enough by Egyptian companies in their practical applications. Another example is the study which was carried out by Oyelere and Mohammed (2005) investigating the practices of corporate governance in Oman and how it is being communicated to stakeholders.

They recommend enhanced regulation and communication for the Omani stock market to keep pace with the international developments. Finally, a research paper by the Centre for International Private Enterprise (CIPE, 2003) examined the corporate governance practice in four Middle Eastern countries (Egypt, Jordan, Morocco, and Lebanon). It found that corporate governance practice is approached differently by each country depending on the sophistication of the financial market in each country. The research paper further provided several 9 ecommendations to improve the application of the principles of corporate governance in the region as a whole. The impact of the corporation attitude toward their corporate governance on their financing decisions needs further investigation giving the unique of the Saudi business environment and the mixed results of the accounting and finance research relating to the determinants of corporate capital structure. This is evident by the unique aspects of the business environment of Saudi Arabia which will be discussed in the following paragraph. 3.

Saudi business environment This section provides a general description of the environment of the Saudi business practices. The discussion will be directed to the most important environmental factors, as suggested by the literature. The main aspects of the Saudi business practices that will be discussed are the social, economical, and political systems. Also, some highlights will be given to the 1965 Company Law that regulates the practice of Saudi businesses and the guidance of corporate governance issued by SACMA in 2006 which regulates corporate governance reporting.

As a conservative society, a significant number of Saudis are adherent to Islamic values such as avoiding loan interests. This does not mean there is no such type of transactions but to mean that the majority of Saudis do not openly accept such transactions. Saudi society is also characterized by the impact of the personality and power of particular individuals, the role of family and friend relationships over regulations, privilege given to personal relationships over tasks, and the existence of a high level of secrecy (Al-Rumaihi 1997; Al-Nodel 2004). 0 The economy of Saudi Arabia is an oil-based economy and government exercises strong controls over major economic activities. Since the discovery of oil in 1938, oil revenue represents the biggest contribution to the economy. In 1990s, it accounted for around 35% of nominal GDP, about 75% of government revenues, and 85% of export receipts .

Insert Table 1 here Similar to most developing countries, Saudi businesses are characterized by the domination of family businesses, the deep involvement of the government in the private sector, and the existence of a number of foreign-owned and controlled companies based on joint venture agreements with domestic companies. Al-Nodel (2004) reported that joint-stock companies represent only 1. 14% of the total number, and account for less than 40% of the total capital of the registered businesses.

Since the type of businesses is mostly small to medium size companies, there was an apparent need for more foreign investors and involvement of the government in the private sector to carry some important activities which cannot be carried out or provided by local companies. This has left the country with significant number of foreign-owned and controlled companies based on joint venture agreements with domestic companies and significant involvement of government in some major business activities (Presley, 1984; Aba-Alkhail, 2001).

The political system of Saudi Arabia is a monarchy, headed by the King. Within the political system, there are three legislative bodies, which have the authority to initiate and/or approve policies, regulation or rules: the Council of 11 Ministers, the Consultative Council, and various individual Ministries (Al-Amari, 1989; Al-Rumaihi, 1997). The legal system of Saudi Arabia is derived from Islamic law (Shariah; Alqur’an Alkareem and Sunna Alsharifah3), and coded laws for a number of specific fields, such as commerce, tax and labour.

Al-Amari (1989) reported that Islamic law prevails in legal disputes. Two of the most important aspects of the Islamic values relating to corporate financing are that Islamic law prohibits loan interests whether giving or taking by individuals or business institutions and obligation of Zaket4 which should be giving, calculated based on the capital of the business or individual, and given to specific groups as mentioned by Alqur’an Alkareem and Sunna Alsharifah.

Taxes duty is imposed on non-Saudi or Gulf States companies operate in Saudi Arabia. There are some differences between Zaket and Taxes whether on whom to impose, the manner of collection, or calculation. For example, Zaket is based on the wealth of the business with some specific deductions for specific items as indicated by Shariah; Alqur’an Alkareem and Sunna Alsharifah, while Tax is based on the net income with some deduction according to the law of Taxes. The 1965 Company Law regulates the practice of businesses in Saudi Arabia.

It sets conditions for several aspects of businesses such as legal frameworks through which business companies can be established, the registration requirements, minimum capital to be maintained, number of partners, number of directors, accounts, the  Alqur’an Alkareem is the Holly book of Islam and Sunna Alsharifah is the interpretations, speeches and actions of prophet Mohamed Peace be up on him. Alqur’an Alkareem and Sunna Alsharifah provide the main of Islamic instructions.  Zaket is a financial religious duty and represents the third pillar.

Alqur’an Alkareem and Sunna Alsharifah explain to Muslim the compliance with the Zaket duty. 12 annual audit of the accounts, and so on. Shinawi and Crum (1971) asserted that the origin of the 1965 Saudi Company Law goes back to the British Companies Act of 1948. The similarity between the 1965 Saudi Company Law and the UK acts issued in 1948, 1967 and 1976 was also reported by Kahlid (1983). The reporting requirements which are imposed by the 1965 Company Law represent the only rules that should be observed.

It requires the issuance of a balance sheet, a profit and loss account, and a report on the company’s operations and financial position every fiscal year. It further stipulates that all corporations and limited liability companies must issue annual financial statements audited by an independent auditor licensed to practice by the Saudi Ministry of Commerce and Industry. Similar to stock markets in developing countries, the Saudi stock market is new and small. In 1984, the Royal Decree No. 81230 was issued as an attempt to officially regulate the stock exchange (Abdeen and Dale, 1984; El-Sharkawy, 2006).

Under this Royal Decree, the Saudi Arabian Monetary Agency (SAMA) was given actual control over the stock exchange through national commercial banks. The significant change was in 2003 when the Saudi Arabian Capital Market Authority (SACMA) was established to oversight the exchange of Saudi stocks (Ramady, 2005). This period observed significant increase of the number of listed companies, regulations for the market in general and reporting in specific. Table 2 compares some key numbers of the Saudi stock market between 1996- 2005.

For example, in 2006 SACMA issued a draft for reporting requirements of corporate governance for listed companies. The draft provides recommendations of the criteria for the best corporate governance practice that should listed companies counsel. It has covered to some extent the main five principles issued by the Organization for Economic Co-operation and Development (OECD): the rights of shareholders, the equitable treatment of shareholders, the role of stakeholders in corporate governance, disclosure and transparency, the responsibility of the board of directors.

According to the recommendations of SACMA, listed companies are required to report to SACMA about their compliance with the criteria of corporate governance as issued by SACMA or reasons for uncompliance if any. The disclosure contains, for example, the board of directors’ functions, responsibilities, formation, committees of board of directors; audit committee; Nomination and Remuneration Committee; Meetings of the Board and Remuneration and Indemnification of Board Members5.

Finally, SACMA asserted that the criteria for the best corporate governance practice mostly constitutes the guiding principles for all listed companies unless any other regulations, laws or rules require such requirement. 4. Research hypotheses To examine the effect of corporate governance characteristics on financing decisions in Saudi Arabian listed companies we formulated three research hypotheses;

Board size hypothesis Given that prior research investigating the association between board size and debt-to-equity ratios gave mixed result (see section 2), we also revisited this research area and examined the association between board size and capital structure for Saudi Arabian companies. We set the following first research hypothesis for the impact of board size on capital structure:

Ceteris paribus, there is a relationship between board size and debt-to-equity ratio. Ownership concentration hypothesis Given the results of the prior research are – to some extent - mixed, we also revisited this research area and examined the association between ownership concentration and capital structure for Saudi Arabian companies. We set the following second research hypothesis for the impact of ownership concentration on capital structure: H2: Ceteris paribus, there is a relationship between ownership concentration and debt-to-equity ratio. Corporate governance reporting

To examine the role of the information environment on capital structure decision in Saudi Arabian companies, we used a corporate governance voluntary disclosure index as a measure of a firm’s information environment and set the 15 following third research hypothesis for the impact of corporate governance reporting on capital structure: H3: Ceteris paribus, there is a relationship between corporate governance reporting and debt-to-equity ratio. 5. Model Development In order to test the above hypotheses, we regress the debt-to-equity ratio on some corporate governance characteristics and some control variables.

The study will investigate the following model: Levit = ? + ? ? X it + ? it Where: Levit is defined as long term debt to equity ratio;  is the intercept  is the slope coefficient estimates of regressors. X it is the corporate governance variables (and control variables) for firm i at time t. Dependent variable: The dependent variable ( Levit ) is defined as the long term debt to equity ratio. Independent variables: We have three independent variables and two control variables. We identified three types of corporate governance variables: Board size (BOARD): This represents the number of executive and non executive directors on the board. Ownership concentration (OWNERSHIP): This represents the total percentage of the company’s shares that owned by owners.

Corporate governance reporting (DISCLOSURE): This is calculated as the number of sentences that include at least one corporate governance related information. Control variables: (Profitability (PROF): we used return on total assets as a measure for firms’ profitability. Growth opportunity (MB): we used share price to book value ratio as a measure for firm’s growth opportunity. Data Our data collection is based on a recent paper by Hussainey and Al-Nodel (2008). This helped us to focus on a group of firms that report corporate governance information on their websites. We focused on firms that disclose information through internet because prior research argued that internet reporting is one of the most important sources of voluntary disclosure and this source is more likely to complement published annual reports (Aly et al, 2010). Hussainey and Al-Nodel (2008) collected their sample from Saudi listed companies’ websites between October 2005 and January 2006.

At that time, the total number of companies listed in the Saudi Stock Market was 77 representing eight sectors: agriculture, services, cement, industrial, banks, electrical, telecommunication and insurance. They used TADAWUL website (www. tdwl. net) and Google website  to access every company's website. They deleted some companies from their analysis for a number of reasons. These include 11 firms without websites; one firm with a website under construction and one firm with a restricted website. This reduced their sample to 64 companies. We also further excluded 27 firms because of missing corporate 7 governance and accounting information. This led to a sample of 37 listed firms for the current study. Data on debt-to-equity ratio, Board size, ownership concentration, profitability and price-to-book value ratio were collected from TADAWUL website. Following Hussainey and Al-Nodel (2008), we used the content analysis approach to measure the number of sentences that contain corporate governance information. Accordingly we used the corporate governance disclosure index developed by Hussainey and AlNodel (2008) to analyse the content of every company's website.

Empirical Results This section discusses the descriptive analysis, the correlation analysis and the empirical results. Descriptive analysis Table 3 shows the descriptive analysis (mean, minimum, maximum and the standard deviation). It shows that on average the number of directors on board in Saudi Arabia companies is around 8, with a minimum of 4 members and a maximum of 11 members. Mean ownership concentration is 35. 6 and the mean corporate governance disclosure is 5 sentences with a minimum of zero corporate governance sentence and a maximum of 21 corporate governance sentences.

A broad range of variation in financial variables is also evident in our sample. The debt-to-equity ratio ranges from 0 to 97 with a mean of 24. 52 and a standard deviation of 32. 576. The return on total assets ratio ranges from -37. 3 to 71. 74 with a mean of 8. 8535 and a standard deviation of 13. 81767. The share price to book value ratio ranges from 0 to 21 with a mean of 5. 03 and a standard deviation of 5. 336. On 18 average, our sample covers large firms as the mean firm size is 23240077. 81.

Finally, our sample covers nine sectors as follows: Banks (9 firms), Chemical (8 firms); Cement (6 firms); Retailers ; Energy (I firm); Agriculture (7 firms); Telecommunication (2 firms); Advertising (1 firm) and Insurance (1 firm). Insert table 3 here Table 4 shows the correlation analysis. The correlation between each of the independent variables is not too high. The highest correlation found between corporate governance disclosure and share price to book value ratio (MB) is 43. 5, which is acceptable. This confirms that no multicollinearity problem exists between the independent variables. Insert table 4 here

Table 5 shows our empirical results. It shows that the coefficient estimate on board size is positive significant with a p-value of 0. 059 (see model 4). This is consistent with Jensen (1986) who also found a positive association between higher debt ratios and larger board size. Our finding indicates that larger board size puts Saudi Arabian firms in a good position to finance their activities by using debt. This is consistent with the fact that higher quality of corporate governance improves companies’ financial performance (Bhagat and Bolton, 2008) and hence leads increase the ability of the company to obtain debt.

Liang and Zheng (2005) provided an explanation for this positive sign. They argued that boards with a large board size are more likely to have a difficulty in getting an agreement because of different and conflict opinions and views. Accordingly, firms with large number of directors on board might not choose equity financing which requires high transaction cost to resolve communication and coordination dilemma. In addition, they argued that 19 directors would choose debt for financing their activities because this source of finance will not dilute the equity of current shareholders and change their current position.

This leads us to accept hypothesis 1. Table 5 also shows that the coefficient estimate on ownership concentration is positive significant with a p-value of 0. 005 (see model 4). This result is consistent with Wiwattanakantang (1999) Al-Najjar and Hussainey (2010a). This indicates that when the total percentage of the company’s shares is concentrated internally, managers will prefer to use debt to finance their companies’ activities. This is because – as mentioned in Liang and Zheng (2005)   debt will not dilute the equity of current shareholders and change their current position.

This leads us to accept hypothesis 2. Insert table 5 here Finally, corporate governance disclosure as a proxy for asymmetric information between managers and investors is expected to be negative and statistically significant. However, Table 5 shows that the coefficient estimate of DISCLOSURE variable is positive, indicating that firms with higher levels of corporate governance disclosure (less information asymmetry) has higher debt-toequity ratio. This finding is statistically insignificant and not consistent with prior research. This leads us to reject hypothesis .

Conclusion

The aim of this paper was to examine the effect of corporate governance mechanisms on capital structure for Saudi Arabian listed companies. Our results show that the corporate capital structure decisions in Saudi Arabia is driven by some of the same corporate governance determinates suggested in prior research. Based on 20 a sample of 37 Saudi Arabian listed companies, our results show that the number of directors on boards and ownership concentration are the main drivers of Saudi companies for capital structure decisions.

Our results, however, show that corporate governance reporting was not an important driver of Saudi companies for capital structure decisions. This might be due in part to the nature of the Saudi business environment where there is a weak reporting requirement of the practice of corporate governance in the country. This fact could have encourage parties to loan agreements approach different means to get the needed information rather than the traditional reporting mechanisms which is likely to be practical in a small community of businesses.

This is also likely to be affected by the characteristics of Saudi society whereas the impact of the personality and power of particular individuals, the role of family and friend relationships prevail over regulations, and tasks, and the existence of a high level of secrecy. The main limitation of the study is that it did not cover the whole market so the sample may not be representative of the population of Saudi companies. This, however, is justified by the nature of the study, which relied on the availability of data needed. Further recheck was carried for companies which are not included. We found that these companies are in general small and less likely to affect the results. Nevertheless, a study with a large number of companies is needed for future research. A future research may also try to overcome the limitation of the availability of data and investigate other determinants of capital structure decisions by utilising other mean of research tools such interviews with parties involved in loan agreements.

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