Do Financial Conglomerates have an Incentive to Prevent Managers of other Firms from Pursuing their Own Interest?

Purpose – We develop a theoretical model to analyze the role that financial conglomerates may play in reducing agency costs in target firms. Methodology/Approach – We develop a model to analyze the activism of a financial conglomerate (that includes investment banking besides mutual fund management activities) in monitoring the managers of a listed firm. The specific problem we study is this: should the managers of a listed company undertake a new project within the firm or should they develop it outside of the firm with the help of a bank? Should or not the financial conglomerate help the managers undertake the project outside of the existing firm at the expenses of the investors of the mutual fund that it manages, but collecting fees from the investment banking activities? Findings – It will be attractive to both the financial conglomerate and the managers to develop the project outside of the firm if the fees charged by the financial conglomerate for the provision of investment banking services are within a certain range. However, a more intense reaction to performance from the fund investors will translate to a greater space of converging interests between the conglomerate shareholders and mutual fund investors. Additionally, if fees earned by the mutual fund company are a large source of income for the conglomerate, then the lower will be its tendency to assist the managers. Social implications – From a regulatory standpoint, the implementation of measures aimed at transferring capital between funds without cost would allow mutual fund investors to intensify their reaction to fund performance, therefore increasing the likelihood of lower agency costs. We also conclude that supervisory authorities should pay special attention to the banking relationships of firms and banks to whom the asset management component is secondary and with smaller direct stakes in the said firm. Originality/Value of paper – We develop a theoretical framework to explain the absence of activism of institutional investors integrated in financial conglomerates in the governance of listed firms.