기업지배구조가 경영권방어수단과 타인자본비용 간의 관계에 미치는 영향

The Effect of Corporate Governance on the Relationship between Anti-Takeover Provision and the Cost of Debt

Purpose - This study investigates the effect of Anti-Takeover Provisions(ATPs) on the cost of debt by incorporating corporate governance as a moderating factor. The purpose is to empirically examine how corporate governance mechanisms shape creditors’ risk perception and lead to divergent financing outcomes across firms. Design/methodology/approach –This study conducts regression analyses using firms listed on the KOSPI market from 2013 to 2018, incorporating interaction terms between ATPs and corporate governance scores as the key test variables, and employing the cost of debt and credit ratings as dependent variables. Information on ATPs was collected by examining the relevant provisions in each firm’s articles of incorporation, which were obtained from the supplementary documents attached to annual reports disclosed through the Financial Supervisory Service’s DART(Data Analysis, Retrieval and Transfer) System. Findings - Improved corporate governance mitigates the adverse effects of adopting ATPs on borrowing costs and credit ratings, and also alleviates the increase in borrowing costs associated with a greater number of anti-takeover provisions. These empirical findings suggest that the risk signals conveyed by anti-takeover provisions to creditors can vary substantially depending on the firm’s governance environment. In particular, firms with strengthened internal structures—such as boards of directors, audit mechanisms, and executive compensation systems—are better positioned to restrain managerial opportunism or self-serving decision-making that may arise from the adoption of ATPs. As a result, creditors perceive lower risk, which limits the extent to which the cost of debt increases. Research implications or Originality - This study highlights that corporate governance serves not only as an internal control mechanism but also as critical information used by external stakeholders when interpreting firm risk. The findings demonstrate that the effect of ATPs on financing costs is contingent on the governance environment in which they operate. The results offer practical implications for managers and policymakers, emphasizing the strategic importance of governance improvements for enhancing financing conditions and supporting market stability.