Shyam Sunder
Yale School of Management
Zhytomyr State Technological University
Zhytomyr, Ukraine
October 14, 2010

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 Little attention has been paid to accounting elements of the financial crisis
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Highly volatile stock markets
Bubbles and bust in real estate prices
Massive expansion and shrinkage of derivative transactions
Freezing of credit markets
Enlargement/failures of major financial service firms
Unprecedented transfer of funds to financial service employees
Large government bailouts of banks, and economic stimulus
But little reform so far that will matter in the long run

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Through all these major financial events of our life times, discourse about the role of accounting has remained largely absent
It is almost as if we believe that these events have little to do with what accountants have done, or not done, and we have little role and responsibility for fixing the problems
I would like to argue that important aspects of crisis are rooted in failures of accounting theory, standards, regulators, and practice, and we shall have to act to help fix the problems

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Accounting often plays varying roles in the success or failure of all businesses, but its role in finance is very special
The key objects of most industries (airplanes, clothing, computers, buildings, food, etc.) have physical existence independent of accounting
However, the key objects of finance (stocks, bonds, deposits, derivatives) are entirely defined by accounting, and do not exist independent of their accounting
 Imagine what would be the substance of a share of stock, or a bond, independent of the accounting system of the firm
These rights and obligations have no existence independent of accounting
No accounting
 no finance
Better to clearly understand this link, and their interaction before trying to explore the role of accounting in the financial crisis

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Poor risk management, and ignoring systemic risk
Proprietary trading: keep the winnings, public pays the losses
Large cash bonuses to executives to take risk, paid long before the consequences of their actions are realized
Opaque and inconsistent accounting
Insufficient cash cushion (bank capital)
Lax regulation
Although accounting is mentioned only once in this list, it lies at the heart of all of them

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Which risk are we talking about?
What is our theory of white collar compensation? What is the rationale for the current practices?
What kind of accounting is informative? What is transparency and how far can we pursue it?
Are financial accounting and auditing strong enough to discipline the financial services industry?
Accounting from markets or accounting for markets?
Accounting for all interests (360 degree accounting), or focused on the interest of investors?

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Many definitions but two simple approaches
1 Risk of returns in the sense of objective or subjective uncertainty—dispersion of outcomes of a process
2 Risk of loss in the sense of possibility of incurring loss
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These two are quite different concepts of risk
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The first is symmetric in losses and gains, and emphasizes uncertainty of outcomes—used in portfolio theory, reduced through diversification
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The second is concerned only with losses—magnitude and chances—used in insurance, credit, etc., and reduced through screening, not diversification, impossible to love this risk
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In many discussions of risk, these two very different concepts are often used interchangeably

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Which risk are we talking about?
What is our theory of white collar compensation?
What is the rationale for the current practices?
What kind of accounting is informative? What is transparency and how far can we pursue it?
Are financial accounting and auditing strong enough to discipline the financial services industry?
Accounting from markets or accounting for markets?
Accounting for all interests (360 degree accounting), or focused on the interest of investors?

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People work to earn compensation (money, benefits, status, power, fame, etc.)
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More compensation is more desirable
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People are averse to taking risk (dispersion)
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To get them to work harder, promise them compensation linked to their measured work (bonus, stock options, etc.)
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Asymmetry of information about work of senior executives creates agency problem with shareholders
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Address the agency problem by giving responsibility for setting the compensation to the “independent” board of directors

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How do we pay painters and bricklayers? Salary or piece wage?
Why and why not?
How do we pay an office cashier or clerk?
What happens to work when a bonus is added based on measured work?
What is a senior executive supposed to do in exchange for his/her salary and benefits?
What is the effect on adding a bonus to compensation? What would he/she do different now? When are the consequences realized?
Governance structure that sets compensation fails when board is picked by executives
No evidence on the effect of bonus compensation on senior executive productivity?
Large amounts of money transferred to executives by encouraging them to take risky bets at tax payers' or stockholders' expense

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Which risk are we talking about?
What is our theory of white collar compensation? What is the rationale for the current practices?
What kind of accounting is informative? What is transparency and how far can we pursue it?
Are financial accounting and auditing strong enough to discipline the financial services industry?
Accounting from markets or accounting for markets?
Accounting for all interests (360 degree accounting), or focused on the interest of investors?

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Choose financial reporting in order to better inform the investment decisions
Certainly, financial reporting should serve this purpose
The question is: how?
Total transparency not feasible because of management reactions, and unfavourable consequences for the shareholders
What about decision makers beyond shareholders
Whole life and work of managers defined by their accounting environment; they are highly sensitive to accounting (a crucial topic I return to later)
Encouraging them to do the right thing for all stakeholders (to fulfil their respective expectations) is an alternative way of looking at the theory of accounting. Is it possible?

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Which risk are we talking about?
What is our theory of white collar compensation? What is the rationale for the current practices?
What kind of accounting is informative? What is transparency and how far can we pursue it?
Are financial accounting and auditing strong enough to discipline the financial services industry?
Accounting from markets or accounting for markets?
Accounting for all interests (360 degree accounting), or focused on the interest of investors?

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Executives control accounting, boards, and auditors
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Instruments of accounting control are standards which consist of words
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The meaning of words is malleable
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Instruments, transactions, and organizations redesigned to ensure that the existing standards yield the desired financial reports—managed income and debt off the balance sheet
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If nothing else works, pressure the standard setters, and the politicians (with money if necessary; a small fraction of a single CEO’s bonus buys a lot of influence)

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1938: pressure on Fed chair Eccles, Treasury secretary Morgnthau for infamous Uniform Agreement to force FDIC, OCC and Fed to substitute
“intrinsic” for market values
Mid-1970s: Forced SEC to back down on market-based valuation of distressed REITs
Late 1970: Forced FASB to back down to troubled restructuring
1991: Forced Bush and Brady to ease up on valuation of troubled debts to give the “benefit of doubt”
1990s: Kept zombie S&Ls open, increasing cost of bailouts
FAS 157 and IFRS39 for mark-to-market accounting under the guise of fair values when markets were going up
2009: Forced FASB/IASB to back down from mark-to-market when market prices went down
What is your guess on ability of governments to regulate banks?

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Which risk are we talking about?
What is our theory of white collar compensation? What is the rationale for the current practices?
What kind of accounting is informative? What is transparency and how far can we pursue it?
Are financial accounting and auditing strong enough to discipline the financial services industry?
Accounting from markets or accounting for markets?
Accounting for all interests (360 degree accounting), or focused on the interest of investors?

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Is financial reporting an input into markets (information, decision making, liquidity, settlement, etc.)?
Or is financial reporting better seen as a reflection of market events?
If 1: what about efficient markets? Reports => prices; which prices are better?
If 2: what purpose does FR serve?
If both, what could be a reasonable theory of the relationship between financial reporting and security markets
Perhaps it is fair to say that, at least in academia, we have come to think of financial reporting as a reflection of the market events, instead of seeing it as an input to markets

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What is the relationship of the FR to the world it reports on?
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Neutral observer and reporter (eye-in-the-sky)?
Active engagement with its “objects” (model and photographer)?
If neutral, it cannot be concerned with its consequences; what should it be?
If reflexive, what should be the terms of engagement between
FR and the executives?
Perhaps it is fair to say that we have taken a supposedly neutral stance on the role of FR, ignoring this reflexivity
This way of thinking has had major consequences that I would like to explain with the interaction of accounting and finance

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Objective in corporate financial engineering: to design transactions to optimize from the point of view of the organization, e.g., increase assessed creditworthiness and lower risk based on facts and appearances of its financial reports
Objective of financial reporting: to provide information useful for investment and other decisions by various agents in the economy
Does the interplay of these two objectives lead to a stable equilibrium?
If yes, what is the equilibrium?
If not, what are the consequences and what, if anything should be done about it?
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Social phenomena are characterized by multiple levels of analysis, e.g., macroeconomic, organizational, and individual
At each level, and across the levels, social phenomena exhibit interaction among agents (individuals, organizations, and government), learning by them, feedback effects, and consequently, pervasive endogeneity
These features of a social science make it more difficult to identify laws or relationships which are stable relative to their discovery and characterization (e.g., small firm effect)
What are the interactions between financial reporting and engineering, and their consequences
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“The financial engineering concentration encompasses the design, analysis, and construction of financial contracts to meet the needs of enterprises.” (Carnell’s
ORIE M.S. concentration in financial engineering)
What are these needs? In at least some cases, these needs consist of finding ways of
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Reducing indebtedness on the balance sheet, or
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Reducing expense on the income statement, or
Increasing revenue on the income statement, or
Increasing deductions on the tax returns
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A form of off-balance sheet financing which involves the pooling of financial assets
Risk transfer mechanism that allows loan originators to optimize balance sheet management
Allows highly rated securities to be created from less credit worthy assets
Can be in local or foreign currency, depending on client needs
A rapidly growing asset class with proven benefit for emerging market borrowers
For summaries of prior deals, please visit www.ifc.org/structuredfinance
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In such optimization, standards of financial reporting are treated as constraints
Most optimization problems have hard constraints—their violation brings well-specified penalties (dual prices)
With optimization confined by the production possibilities set and other such physical limitations, external constraints make a real difference to the final actions
What kind of constraints do accounting standards offer?
I shall argue that these standards offer softer constraints because the forms of contracts, transactions, as well as organizational forms that businessmen can devise and use are beyond the scope of accounting standards
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A manufacturer needs to buy a machine for the factory
Borrowing is an option, but the manufacturer does not want more debt on the balance sheet
The leasing subsidiary of a bank buys the machine and gives it to the manufacturer on a long term lease—machine is in the factory, bank is paid the same money, and there is no debt on the balance sheet!
FASB writes Standard 13 on leases > 90% V, and >75% life must be treated as capital leases; debt is back on the balance sheet
Bank revises the lease below the specified thresholds (debt is off the balance sheet)
FASB goes back to work, and so on, until the rule book is more than 1,000 pages long, but no better
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When the design of contracts and transactions is not sufficient, organizations themselves can be redesigned, or new ones created in order to have the desired consequences for balance sheets, income statements, and tax returns
Special purpose entities and vehicles are the examples of organizations created for this purpose
“Hundreds of respected US companies are ferreting away trillions of dollars in debt in off-balance sheet subs, partnerships and assorted obligations (Henry et al. 2002)
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Note that financial reporting standards neither have, nor can have, any say in any of these “business” decisions of the management
The role of the accountant and auditor is limited to preparing financial reports given all these decisions
While these decisions clearly consider what the accounting standards are, accountants have little freedom to take into account how and why these decisions were taken in the first place
There is great asymmetry between the freedom available to the business decision makers and constraints on the accountant who must abide by relatively rigid written standards
SEC Debt Masking, WSJ April 21, 2010
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Accounting standard as social policy; call for a deliberative due process; takes years to determine which rules might best serve constituents; standards writers assume that the current forms of contracts, transactions, and organizations will continue to be used in the future when these standards are applied
The decision to change contracts, transactions and organization is an individual decision that may be taken within days if not hours. Further, the scope of these decisions is virtually unbounded (except by the imagination of the businessmen)
Soon after the standards are issued, the environment to which they are applied changes relative to what the standards were written for
The net effect: Financial reporting standards serve as relatively weak constraints (if at all) on what businesses can do
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Some derivatives are designed to get around the intent
(provision of information) of the extant financial reporting standards
How does one write standards for these instruments?
Is it possible to have an equilibrium between design of such instruments and standards for reporting them?
The problem seems to have gone largely unnoticed in the flurry of proposals on financial reforms now on the table
The question is: Are the optimization in financial engineering
(relative to prevailing reporting standards), and search for standards that provide useful information to investors mutually consistent goals?
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I doubt that a non-cooperative game between financial engineers and accountants can yield a socially efficient outcome
Accountants have, over eighty years, increasingly moved to rely on written rules, away from judgment and social norms of profession
Financial engineers, on the other hand, consider it their professional duty to design whatever instruments/transactions/organizations will serve the immediate interests of their clients under the extant written standards of financial reporting
Social norms play a diminishing, if any, role on either side
Could some part of the blame for the systemic failures of the recent years be linked to this diminishing role?
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Shiller: “Many schools now offer a course in business ethics, and some even try to integrate business ethics into their other courses.
But nowhere is ethics seen as the center piece or even integral part of the curriculum. And even when business students do take an ethics course, the theoretical framework of the core courses tends to be so devoid of any moral content that the discussion of ethics must seem like some side order of overcooked vegetable”.
Role of ethics and social consequences of our work in research?
Identifying mis-pricing of securities, for example, may help move prices to more efficient levels
What about identifying a way of redesigning a transaction so a financial obligation will not show up on the balance sheet under current reporting standards?
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In recent theoretical and experimental work: financial and social institutions (bankruptcy, commercial code, accounting) help resolve mathematically intractable problem of multiple equilibria.
Could this also apply to interaction of financial engineering and reporting?
Shall we refuse to work on an optimal transaction design or accounting standards project on ethical grounds?
If a locksmith made a key for a customer’s neighbor’s house, or published the locking codes for the university doors, does he bear any moral culpability
Is, or should there be, any moral culpability associated with devising a way around a standard of financial reporting intended to provide better information?
When, and where, should we debate such issues?
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Accounting and finance, originated as a single discipline, have increasingly diverged in the recent decades
Interaction of financial reporting standards on one hand and financial engineering on the other has created a newer kind of interaction between them with its own special consequences
What, if any thing, should we, and can we do about this?
Are there some alternatives to bringing in a sense of social responsibility for the consequences of our research agendas? If so, let us explore them.
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How do we think about financial reporting? Decision usefulness? Whose decisions? 360 degree accounting?
Accounting as input to economics and finance, or reverse?
Accounting from markets, or for markets?
Accounting as imperfect masonry walls (LCM) or perfect Jello walls (Fair values)?
Focus on responding to financial engineering by accounting engineering or by building stable institutional structures?
Accounting as rules of the game; how do we choose and assess them?
Efficiency and social norms?
Focus on better methods, or on better institutions of accounting
(regulatory, competition, evolution, monopoly)?
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Hans J. Blommestein, “The Financial Crisis as a symbol of failure of academic finance (a methodological digression), The Journal of Financial Transformation, Fall 2009.
G. Gorton and N. Souleles, “Special Purpose Vehicles and Securitization,” FRB Philadelphia
Working Paper, 2005.
Henry, David, Heather Timmons, Steve Rosenbush, and Michael Arndt (2002), “Who else is hiding debt?,” Business Week (January 28), 36-37.
J. Huber, M. Shubik, and S. Sunder, “Default penalty as disciplinary and selection mechanism in presence of multiple equilibria,” Cowles Foundation Working Paper 1730,
October 2009.
K. Klee and B. Butler, “Asset-Backed Securitization, Special Purpose Vehicles and Other Securitization Issues,” Uniform Commercial Code Law Journal 35 (2002), 23-67.
J. Mason, E. Higgins and A. Mordel, “Asset Sales, Recourse, and Investor Reactions to
Initial Securitizations: Evidence Why Off-balance Sheet Accounting Treatment Does not
Remove On-balance Sheet Financial Risk” LSU Working Paper, 2009.
Robert J. Shiller, “How Wall Street learns to look the other way,” The New York Times, Feb.
8, 2005.
Shyam Sunder. Theory of Accounting and Control. Southwestern Publishing, 1997.
Shyam Sunder, “Determinants of Economic Interaction: Behavior or Structure.” Journal of
Economic Interaction and Coordination 1, no. 1 (May 2006): 21-32.
Shyam Sunder, “’True and Fair’ as the Moral Compass of Financial Reporting,” in Cynthia
Jeffrey, ed., Research in Professional Responsibility and Ethics in Accounting (Forthcoming
2009).
Sunder: Financial Engineering and
Reporting
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www.som.yale.edu/faculty/sunder