Does Corporate Governance Affect the Cost of Equity Capital?

Using a dynamic asset pricing model with managerial empire-building incentives, this paper shows that the effect of corporate governance on the cost of equity capital is procyclical. In the model, managers seek private benefits and tend to over-invest. Corporate governance serves as a mechanism for shareholders to discipline managers and control overinvestment. Strongly governed firms deviate less from the optimal investment policies and have a higher value of growth options and higher value of disinvestment options than weakly governed firms. Growth options are riskier and disinvestment options are less risky than assets-in-place. A higher value of growth options, therefore, leads to higher stock returns and a higher value of disinvestment options leads to lower stock returns. The net effect of corporate governance on cross-sectional stock returns depends on the relative importance of growth options and disinvestment options to firm value. Because the value of growth options is larger than the value of disinvestment options during expansion and vice versa during contraction, the model predicts a procyclical relation between corporate governance and stock returns