READING 21 INVESTORS AND OTHER STAKEHOLDERS Flashcards
(49 cards)
Which of the following best describes the role of the board of directors in corporate governance?
A. Ensuring government compliance and setting tax policies
B. Managing day-to-day operations and approving transactions
C. Protecting shareholder interests and overseeing senior management
Correct Answer: C
Explanation:
The board is responsible for protecting shareholder interests, setting strategic direction, hiring and firing senior managers, and monitoring performance.
Option A is a responsibility of government/regulators, not the board.
Option B refers to senior management, not the board.
Inside directors on a corporate board are most likely to:
A. Have a conflict of interest with shareholders
B. Be completely independent from company management
C. Represent the interests of creditors
Correct Answer: A
Explanation:
Inside directors are often executives or founders and may have conflicts of interest due to their dual roles.
Option B describes independent directors.
Option C is not the role of any directors; board members represent shareholders.
Which of the following best distinguishes a one-tier board structure?
A. It includes only inside directors.
B. It separates management and supervisory functions into two boards.
C. It includes both inside and independent directors on a single board.
Correct Answer: C
Explanation:
A one-tier board structure includes both inside and independent directors.
Option A is incorrect as both types are included.
Option B refers to a two-tier board, common in continental Europe.
In a staggered board, shareholder control is reduced because:
A. Board elections happen monthly.
B. Only a portion of directors is elected each year.
C. The CEO appoints all new directors.
Correct Answer: B
Explanation:
Staggered boards elect only a portion of directors each year, reducing shareholders’ ability to replace the full board quickly.
Option A is incorrect—elections are typically annual.
Option C is inaccurate—the board, not the CEO, controls appointments.
Executive compensation that is primarily performance-based aligns management interests with:
A. Government regulators
B. Shareholders
C. Competitors
Correct Answer: B
Explanation:
Bonuses and equity-based compensation motivate managers to increase shareholder value.
Option A is irrelevant.
Option C describes a competitor’s interests, which may conflict with the firm’s.
Which of the following stakeholders has a residual claim on a company’s assets?
A. Suppliers
B. Equity holders
C. Lenders
Correct Answer: B
Explanation:
Equity holders are entitled to what remains after all obligations are paid.
Suppliers and lenders have contractual or senior claims.
Residual claims = higher risk, but higher potential return.
Which of the following is the primary risk concern for lenders?
A. Company profitability
B. Ability to repay obligations
C. Equity dilution
Correct Answer: B
Explanation:
Lenders prioritize the firm’s ability to meet interest and principal payments.
Option A matters, but only as it impacts credit risk.
Option C is an equity concern, not a lender’s.
What is the maximum return a debtholder can typically expect?
A. Unlimited upside from company growth
B. Regular interest and full principal repayment
C. Capital appreciation through equity markets
Correct Answer: B
Explanation:
Lenders receive fixed interest and principal—no upside beyond that.
Option A applies to equity holders.
Option C relates to equity investments, not debt.
Equity holders may prefer a company to issue debt rather than equity to:
A. Minimize bankruptcy risk
B. Avoid regulatory scrutiny
C. Prevent dilution of ownership
Correct Answer: C
Explanation:
Debt doesn’t dilute equity ownership.
Option A is incorrect—debt increases bankruptcy risk.
Option B is not a relevant motivation.
Why might debtholders oppose increased leverage by a firm?
A. It increases the potential for equity appreciation.
B. It increases the company’s default risk without increasing their return.
C. It results in more voting rights for debt holders.
Correct Answer: B
Explanation:
More debt = higher risk of default with no upside for lenders.
Option A benefits equity, not debt.
Option C is incorrect—debt holders don’t get voting rights.
An employee stock participation plan is intended to:
A. Replace traditional retirement benefits
B. Align employee and shareholder interests
C. Prevent employee turnover
Correct Answer: B
Explanation:
Giving employees equity aligns their goals with shareholders’.
Option A is unrelated to stock participation.
Option C may be a side benefit, but not the primary purpose.
To protect their interests, lenders often include which of the following in loan agreements?
A. Shareholder voting rights
B. Executive compensation limits
C. Financial covenants
Correct Answer: C
Explanation:
Covenants (like leverage ratios) limit risky behavior.
Option A is for equity holders.
Option B is not typically a lender concern unless indirectly through covenants.
Which stakeholder is most concerned with product quality and ongoing relationship?
A. Employees
B. Customers
C. Governments
Correct Answer: B
Explanation:
Customers care about quality, pricing, and long-term relationship with the company.
Option A is focused on compensation/career.
Option C is more concerned with taxes and employment.
Which of the following best describes the focus of corporate governance under shareholder theory?
A. Balancing the interests of all stakeholders, including employees and customers
B. Maximizing the market value of the firm’s common equity
C. Ensuring compliance with environmental and social responsibilities
Correct Answer: B
Explanation:
The shareholder theory focuses on maximizing shareholder value, especially the market value of common equity.
Option A describes stakeholder theory.
Option C refers to broader ESG considerations, more aligned with stakeholder interests.
Which stakeholder group holds a residual claim on the assets of the firm?
A. Bondholders
B. Shareholders
C. Senior Managers
Correct Answer: B
Explanation:
Shareholders are residual claimants—they get what’s left after liabilities are paid.
Bondholders are paid before shareholders and are not residual claimants.
Senior managers are employees, not asset claimants.
Under stakeholder theory, corporate governance is primarily concerned with:
A. The company’s profitability and dividend policy
B. Conflicts between management and shareholders only
C. Managing the conflicts of interest among all stakeholders
Correct Answer: C
Explanation:
Stakeholder theory takes a broad view, managing multiple stakeholder relationships.
Option A is a narrow financial focus.
Option B describes shareholder theory.
Which of the following best differentiates private debtholders from public bondholders?
A. Private debtholders have voting rights
B. Public bondholders have more influence on management decisions
C. Private debtholders may receive nonpublic financial information
Correct Answer: C
Explanation:
Private debtholders often have direct relationships and access to inside info.
Option A is incorrect; lenders generally do not have voting rights.
Option B is incorrect; public bondholders usually have less influence.
In a two-tier board structure common in continental Europe:
A. All directors are independent and serve on one board
B. Supervisory and management boards are separate
C. The board is staggered, with members elected every few years
Correct Answer: B
Explanation:
Two-tier structures separate oversight (supervisory board) from execution (management board).
Option A describes a one-tier structure.
Option C refers to staggered boards, not board structure types.
Which of the following is most likely a reason for implementing a staggered board structure?
A. To enhance shareholder control
B. To promote continuity in strategic direction
C. To allow full board turnover every year
Correct Answer: B
Explanation:
A staggered board limits sudden shifts in strategy and board makeup.
Option A is incorrect; staggered boards reduce shareholder influence.
Option C is false; staggered boards prevent full turnover annually.
Which of the following stakeholder groups is most likely to be concerned with covenants in loan agreements?
A. Customers
B. Employees
C. Lenders
Correct Answer: C
Explanation:
Lenders use covenants to protect their interests in the firm’s financial health.
Customers and employees typically are not involved in debt covenants.
Compared to inside directors, independent directors are more likely to:
A. Be involved in daily operations
B. Protect the interests of shareholders
C. Set executive compensation only
Correct Answer: B
Explanation:
Independent directors provide unbiased oversight on behalf of shareholders.
Option A describes inside directors.
Option C is a duty of the full board, not limited to independents.
A company’s employees are most likely interested in:
A. Tax revenue, sustainability, and economic development
B. Salary, career development, and job security
C. Receiving dividends and voting on corporate matters
Correct Answer: B
Explanation:
Employees seek pay, advancement, and stable working conditions.
Option A aligns with government interests.
Option C relates to shareholders.
Which of the following best describes a customer’s primary interest in a corporation?
A. Long-term capital appreciation
B. High-quality products at reasonable prices
C. Executive bonus structure transparency
Correct Answer: B
Explanation:
Customers care most about product quality, price, and service.
Option A is relevant to shareholders.
Option C is typically not a customer concern.
Which of the following groups may hold both equity and debt positions in the same company?
A. Government regulators
B. Private lenders
C. Customers
Correct Answer: B
Explanation:
Private lenders (e.g., VC firms) may take equity stakes to gain upside.
Governments regulate but don’t typically hold stakes.
Customers do not provide capital to the firm.