TY - JOUR AU - Hermalin,Benjamin E. AU - Weisbach,Michael S. TI - Transparency and Corporate Governance JF - National Bureau of Economic Research Working Paper Series VL - No. 12875 PY - 2007 Y2 - January 2007 UR - http://www.nber.org/papers/w12875 L1 - http://www.nber.org/papers/w12875.pdf N1 - Author contact info: Benjamin Hermalin Walter Haas School of Business 545 Student Services Building, #1900 University of California Berkeley, CA 94720-0001 Tel: (510) 642-7575 Fax: (510) 643-1420 E-Mail: hermalin@haas.berkeley.edu Michael Weisbach Department of Finance Fisher College of Business Ohio State University 2100 Neil Ave. Columbus, OH 43210 Tel: 614/292-3264 E-Mail: weisbach.2@osu.edu AB - An objective of many proposed corporate governance reforms is increased transparency. This goal has been relatively uncontroversial, as most observers believe increased transparency to be unambiguously good. We argue that, from a corporate governance perspective, there are likely to be both costs and benefits to increased transparency, leading to an optimum level beyond which increasing transparency lowers profits. This result holds even when there is no direct cost of increasing transparency and no issue of revealing information to regulators or product-market rivals. We show that reforms that seek to increase transparency can reduce firm profits, raise executive compensation, and inefficiently increase the rate of CEO turnover. We further consider the possibility that executives will take actions to distort information. We show that executives could have incentives, due to career concerns, to increase transparency and that increases in penalties for distorting information can be profit reducing. ER -