Investor Demand for Internal Control Audits of Large U.S. Companies: Evidence from a Regulatory Exemption for M&A Transactions
利用并购交易中允许公司排除被收购业务的监管豁免，研究发现投资者对排除行为反应负面，且排除规模越大、信息不确定性越高时反应越强，排除公司后续更易发生财务重述，表明投资者需要大型美国公司的内部控制审计。
ABSTRACT Because internal control audits never existed before the passage of the Sarbanes-Oxley Act (SOX), and these audits simultaneously became mandatory for all U.S. accelerated filer companies, it has been difficult to assess the extent of investor demand for these audits. To understand whether investors demand internal control audits for these large companies, we exploit a regulatory exemption that permits companies to exclude acquired operations from an internal control audit. Using this voluntary setting, we find that investors react negatively if a company excludes acquired operations from their internal control audit. This negative reaction is larger when more of the company's operations are excluded from audit and when there is greater information uncertainty. Further, companies that exclude acquired operations from internal control audits are more likely to have a subsequent restatement. Collectively, these findings are consistent with investors perceiving value in (i.e., demanding) internal control audits for large U.S. public companies. JEL Classifications: M41; M42.