POISON PILLS AND EARNINGS MANAGEMENT: A STUDY OF THE LISTED COMPANIES ON THE BM&FBOVESPA
Poison Pills. Earnings Management. Anti-takeover Provisions.
Considering that poison pills can provide managers a strategic advantage in negotiating higher acquisition premiums in a takeover agreement, thereby maximizing shareholder wealth, but can also be used as a form of managerial entrenchment, potentializing the probability of earnings management to omit behaviors of expropriation of shareholder wealth, the present study aims to investigate whether the poison pills influence the earnings management of the companies listed on the BM&FBovespa. Therefore, data from the Standardized Financial Statements and the bylaws in the time window 2010-2016 will be collected through the Bloomberg® database and the website of the Securities and Exchange Commission of Brazil (CVM). The universe of this research is composed by 381 companies listed in the Traditional, Level 1, Level 2 and New Market segments of BM&FBovespa. However, for analysis purposes, the financial companies will be excluded from the sample because they belong a sector with their own characteristics that are not of interest of this research. In order to achieve the research objective, a regression with data arranged in panel by the ordinary least squares method (OLS) will be estimated. The discretionary accruals, proxy for earnings management, will be estimated based on the Modified Jones model, proposed by Dechow, Sloan and Sweeney (1995).