public offerings (IPOs)—that is, shares of newly issued stock—to executives of
other companies in return for their companies’ future business with the investment
banks. Because hot IPOs typically immediately rise in price after they are first pur-
chased, spinning is a form of kickback meant to persuade executives to use that
investment bank. When the executive’s company plans to issue its own shares, he
or she will be more likely to go to the investment bank that distributed the hot IPO
shares, which is not necessarily the investment bank that would get the highest price
for the company’s securities. This practice may raise the cost of capital for the firm,
thereby diminishing the efficiency of the capital market.
Auditing and Consulting in Accounting Firms
Traditionally, an auditor checks the
books of companies and monitors the quality of the information produced by firms to
reduce the inevitable information asymmetry between the firm’s managers and its
shareholders. In auditing, threats to truthful reporting arise from several potential
conflicts of interest. The conflict of interest that has received the most attention in
the media occurs when an accounting firm provides its client with both auditing
services and nonaudit consulting services such as advice on taxes, accounting, man-
agement information systems, and business strategy. Supplying clients with multi-
ple services allows for economies of scale and scope, but creates two potential sources
of conflicts of interest. First, auditors may be willing to skew their judgments and
opinions to win consulting business from these same clients. Second, auditors may
be auditing information systems or tax and financial plans put in place by their non-
audit counterparts within the firm, and therefore may be reluctant to criticize the
systems or advice. Both types of conflicts may lead to biased audits, with the result
that less reliable information is available in financial markets and investors find it dif-
ficult to allocate capital efficiently.
Another conflict of interest arises when an auditor provides an overly favorable
audit to solicit or retain audit business. The unfortunate collapse of Arthur Andersen—
once one of the five largest accounting firms in the United States—suggests that this
may be the most dangerous conflict of interest (see the Mini-Case box).
Credit Assessment and Consulting in Credit Rating Agencies
Investors use
credit ratings (e.g., Aaa or Baa) that reflect the probability of default to determine
the creditworthiness of particular debt securities. As a consequence, debt ratings
play a major role in the pricing of debt securities and in the regulatory process.
Chapter 7 Why Do Financial Institutions Exist?
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