1、一、 外文原文The Credit Rating Agencies: How Did We Get Here? Where Should We Go? Lawrence J. White* an insured state savings associationmay not acquire or retain any corporate debt securities not of investment grade. 12 Code of Federal Regulations 362.11 any user of the information contained herein shoul

2、d not rely on any credit rating or other opinion contained herein in making any investment decision. The usual disclaimer that is printed at the bottom of Standard & Poors credit ratings The U.S. subprime residential mortgage debacle of 2007-2008, and the world financial crisis that has followed, wi

3、ll surely be seen as a defining event for the U.S. economy - and for much of the world economy as well - for many decades in the future. Among the central players in that debacle were the three large U.S.-based credit rating agencies: Moodys, Standard & Poors (S&P), and Fitch. These three agencies i

4、nitially favorable ratings were crucial for the successful sale of the bonds that were securitized from subprime residential mortgages and other debt obligations. The sale of these bonds, in turn, were an important underpinning for the U.S. housing boom of 1998-2006 - with a self-reinforcing price-r

5、ise bubble. When house prices ceased rising in mid 2006 and then began to decline, the default rates on the mortgages underlying these bonds rose sharply, and those initial ratings proved to be excessively optimistic - especially for the bonds that were based on mortgages that were originated in 200

6、5 and 2006. The mortgage bonds collapsed, bringing down the U.S. financial system and many other countries financial systems as well. The role of the major rating agencies has received a considerable amount of attention in Congressional hearings and in the media. Less attention has been paid to the

7、specifics of the financial regulatory structure that propelled these companies to the center of the U.S. bond markets and that thereby virtually guaranteed that when they did make mistakes, those mistakes would have serious consequences for the financial sector. But an understanding of that structur

8、e is essential for any reasoned debate about the future course of public policy with respect to the rating agencies. This paper will begin by reviewing the role that credit rating agencies play in the bond markets. We then review the relevant history of the industry, including the crucial role that

9、the regulation of other financial institutions has played in promoting the centrality of the major credit rating agencies with respect to bond information. In the discussion of this history, distinctions among types of financial regulation especially between the prudential regulation of financial in

10、stitutions (which, as we will see, required them to use the specific bond creditworthiness information that was provided by the major rating agencies) and the regulation of the rating agencies themselves are important. We next offer an assessment of the role that regulation played in enhancing the i

11、mportance of the three major rating agencies and their role in the subprime debacle. We then consider the possible prospective routes for public policy with respect to the credit rating industry. One route that has been widely discussed and that is embodied in legislation that the Obama Administrati

12、on proposed in July 2009 would tighten the regulation of the rating agencies, in efforts to prevent the reoccurrence of those disastrous judgmental errors. A second route would reduce the required centrality of the rating agencies and thereby open up the bond information process in way that has not

13、been possible since the 1930s.Why Credit Rating Agencies? A central concern of any lender - including the lender/investors in bonds - is whether a potential or actual borrower is likely to repay the loan. This is, of course, a standard problem of asymmetric information: The borrower is likely to kno

14、w more about its repaying proclivities than is the lender. There are also standard solutions to the problem: Lenders usually spend considerable amounts of time and effort in gathering information about the likely creditworthiness of prospective borrowers (including their history of loan repayments a

15、nd their current and prospective financial capabilities) and also in gathering information about the actions of borrowers after loans have been made.The credit rating agencies (arguably) help pierce the fog of asymmetric information by offering judgments - they prefer the word opinions - about the c

16、redit quality of bonds that are issued by corporations, governments (including U.S. state and local governments, as well as sovereign issuers abroad), and (most recently) mortgage securitizers. These judgments come in the form of “ratings”, which are usually a letter grade. The best known scale is t

17、hat used by S&P and some other rating agencies: AAA, AA, A, BBB, BB, etc., with pluses and minuses as well.4Credit rating agencies are thus one potential source of such information for bond investors; but they are far from the only potential source. There are smaller financial services firms that of

18、fer advice to bond investors. Some bond mutual funds do their own research, as do some hedge funds. There are “fixed income analysts” at many financial services firms who offer recommendations to those firms clients with respect to bondinvestments. Although there appear to be well over 100 credit ra

19、ting agencies worldwide,6 the three major U.S.-based agencies are clearly the dominant entities. All three operate on a worldwide basis, with offices on all six continents; each has ratings outstanding on tens of trillions of dollars of securities. Only Moodys is a free-standing company, so the most

20、 information is known about Moodys: Its 2008 annual report listed the companys total revenues at $1.8 billion, its net revenues at $458 million, and its total assets at year-end at $1.8 billion.7 Slightly more than half (52%) of its total revenue came from the U.S.; as recently as 2006 that fraction

21、 was two-thirds. Over two-thirds (69%) of the companys revenues comes from ratings; the rest comes from related services. At year-end 2008 the company had approximately 3,900 employees, with slightly more than half located in the U.S. Because S&Ps and Fitchs ratings operations are components of larg

22、er enterprises (that report on a consolidated basis), comparable revenue and asset figures are not possible. But S&P is roughly the same size as Moodys, while Fitch is somewhat smaller. Table 1 provides a set of roughly comparable data on each companys analytical employees and numbers of issues rate

23、d. As can be seen, all three companies employ about the same numbers of analysts; however, Moodys and S&P rate appreciably more corporate and asset-backed securities than does Fitch. The history of the credit rating agencies and their interactions with financial regulators is crucial for an understa

24、nding of how the agencies attained their current central position in the market for bond information. It is to that history that we now turn.What Is to Be Done? In response to the growing criticism (in the media and in Congressional hearings) of the three large bond raters errors in their initial, e

25、xcessively optimistic ratings of the complex mortgage-related securities (especially for the securities that were issued and rated in 2005 and 2006) and their subsequent tardiness in downgrading those securities, the SEC in December 2008 promulgated NRSRO regulations that placed mild restrictions on

26、 the conflicts of interest that can arise under the rating agencies issuer pays business model (e.g., requiring that the agencies not rate debt issues that they have helped structure, not allowing analysts to be involved in fee negotiations, etc.) and that required greater transparency (e.g., requir

27、ing that the rating agencies reveal details on their methodologies and assumptions and track records) in the construction of ratings. Political pressures to do more - possibly even to ban legislatively the issuer pays model have remained strong. In July 2009 the Obama Administration, as part of its

28、larger package of proposed financial reforms, offered legislation that would require further, more stringent efforts on the part of the rating agencies to deal with the conflicts and enhance transparency. This regulatory response the credit rating agencies made mistakes; lets try to make sure that t

29、hey dont make such mistakes in the future is understandable. But it ignores the history of the other kind of financial regulation the prudential regulation of banks and other financial institutions - that pushed the rating agencies into the center of the bond information process and that thereby gre

30、atly exacerbated the consequences for the bond markets when the rating agencies did make those mistakes. It also overlooks the stultifying consequences for innovation in the development and assessment ofinformation for judging the creditworthiness of bonds. Regulatory efforts to fix problems, by pre

31、scribing specified structures and processes, unavoidably restrict flexibility, raise costs, and discourage entry. Further, although efforts to increase transparency may help reduce problems of asymmetric information, they also have the potential for eroding a rating firms intellectual property and,

32、over the longer run, discouraging the creation of future intellectual property. There is another, quite different direction in which public policy might proceed in the wake of the credit rating agencies mistakes. Rather than trying to fix them through regulation, it would provide a more markets-orie

33、nted approach that would likely reduce the importance of the incumbent rating agencies and thus reduce the importance (and consequences) of any future mistakes that they might make. This approach would call for the withdrawal of all of those delegations of safety judgments by financial regulators to

34、 the rating agencies. The rating agencies judgments would no longer have the force of law. Those financial regulators should persist in their goals of having safe bonds in the portfolios of their regulated institutions (or that, as in the case of insurance companies and broker-dealers, an institutio

35、ns capital requirement would be geared to the risk ness of the bonds that it held); but those safety judgments should remain the responsibility of the regulated institutions themselves, with oversight by regulators.Under this alternative public policy approach, banks (and insurance companies, etc.)

36、would have a far wider choice as to where and from whom they could seek advice as to the safety of bonds that they might hold in their portfolios. Some institutions might choose to do the necessary research on bonds themselves, or rely primarily on the information yielded by the credit default swap

37、(CDS) market. Or they might turn to outside advisors that they considered to be reliable - based on the track record of the advisor, the business model of the advisor (including the possibilities of conflicts of interest), the other activities of the advisor (which might pose potential conflicts), a

38、nd anything else that the institution considered relevant. Such advisors might include the incumbent credit rating agencies. But the category of advisors might also expand to include the fixed income analysts at investment banks (if they could erect credible Chinese walls) or industry analysts or up

39、start advisory firms that are currently unknown. The end-result - the safety of the institutions bond portfolio - would continue to be subject to review by the institutions regulator. That review might also include a review of the institutions choice of bond-information advisor (or the choice to do

40、the research in-house) - although that choice is (at best) a secondary matter, since the safety of the bond portfolio itself (regardless of where the information comes from) is the primary goal of the regulator. Nevertheless, it seems highly likely that the bond information market would be opened to

41、 new ideas - about ratings business models, methodologies, and technologies - and to new entry in ways that have not actually been possible since the 1930s. It is also worth asking whether, under this approach, the issuer pays business model could survive. The answer rests on whether bond buyers are

42、 able to ascertain which advisors do provide reliable advice (as does any model short of relying on government regulation to ensure accurate ratings). If the bond buyers can so ascertain, then they would be willing to pay higher prices (and thus accept lower interest yields) on the bonds of any give

43、n underlying quality that are rated by these reliable advisors. In turn, issuers - even in an issuer pays framework - would seek to hire these recognized-to-be-reliable advisers, since the issuers would thereby be able to pay lower interest rates on the bonds that they issue. That the issuer pays bu

44、siness model could survive in this counter-factual world is no guarantee that it would survive. That outcome would be determined by the competitive process.Conclusion Whither the credit rating industry and its regulation? The central role - forced by seven decades of financial regulation - that the

45、three major credit rating agencies played in the subprime debacle has brought extensive public attention to the industry and its practices. The Securities and Exchange Commission has recently (in December 2008) taken modest steps to expand its regulation of the industry. The Obama Administration has

46、 proposed further efforts. There is, however, another direction in which public policy could proceed: Financial regulators could withdraw their delegation of safety judgments to the credit rating agencies. The policy goal of safe bond portfolios for regulated financial institutions would remain. But

47、 the financial institutions would bear the burden of justifying the safety of their bond portfolios to their regulators. The bond information market would be opened to new ideas about rating methodologies, technologies, and business models and to new entry in ways that have not been possible since t

48、he 1930s. Those who are interested in this public policy debate should ask themselves the following questions: Is a regulatory system that delegates important safety judgments about bonds to third parties in the best interests of the regulated financial institutions and of the bond markets more gene

49、rally? Will more extensive regulation of the rating agencies actually succeed in forcing the rating agencies to make better judgments in the future? Would such regulation have consequences for flexibility, innovation, and entry in the bond information market? Or instead, could the financial institut

50、ions be trusted to seek their own sources of information about the creditworthiness of bonds, so long as financial regulators oversee the safety of those bond portfolios?二、翻譯文章信用評級機構:我們怎么會在這里?我們到哪去?勞倫斯 J 懷特美國聯邦法規法典第362章11節12條指出：“任何已投保的國家儲蓄機構不得取得或者保留任何公司債券投資級別的債券。”通常的免責聲明：“任何讀者不應該依賴于任何文章中包含的信用評級或其他見解

51、作出任何投資決定。”印在標準普爾的信用評級的底部。在未來的幾十年，2007-2008年美國次級貸款住房抵押災難事件和隨之而來的世界金融危機,一定會被看作是美國經濟和世界上大部分經濟的一個定義事件。這次災難的中心是美國的三大信用評級機構:穆迪,標普和惠譽。這三個機構的最初的良好評級對成功銷售證券化的次級住房抵押貸款和其他債務債券是至關重要的。反過來,這些債券的出售是支撐美國房地產市場1998-2006年的自我增強繁榮的價格泡沫的重要因素。當房價在2006年中期停止上升,然后開始下降,這些債券所代表的貸款的違約率急劇上漲,而那些最初的收視率證明是一個過分樂觀,特別是對于社會的聯系,是根據抵押貸款起

52、源于2005年和2006年。抵押債券的坍塌,破壞了美國金融系統和其他許多國家的金融系統。主要評級機構在危機中扮演的角色,在國會聽證會和媒體中備受關注，而很少注意到推動這些公司到美國債券市場的金融監管體制的特征。債券市場終于承認當他們犯錯時,這些錯誤將會給金融體系帶來嚴重后果。要做一個關于評級機構的公共政策的理性爭論需要對金融監管結構有一個初步的了解。本文將首先回顧信用評級機構在債券市場扮演的作用。然后，我們檢討有關行業資料，包括其他金融機構的監管起到了促進債券方面的信息，主要的信貸評級機構的核心地位。在這個歷史的討論，分清金融監管方式的區別是非常重要的，特別是金融機構之間的審慎監管（正如我們看

53、到的，要求他們使用特定債券的信用信息，是由主要評級機構提供）和對評級機構本身的規例。 我們接下來的作用提供了一個評估監管在加強三大評級機構的重要性及其在次貸風波起中扮演的角色的測試。然后，我們就考慮向信用評級行業的政策可能對公眾預期的路線的影響。2009年7月奧巴馬政府提出的收緊對評級機構的監管的立法，努力防止再次發生的災難性的判斷錯誤。第二個途徑會降低對評級機構所需的核心地位，從而開辟了信息化進程債券的方式。為什么信用評級機構會這樣？貸款人（包括貸款/債券的投資者）的關注的核心問題是一個潛在的或實際借款人是否會按時償還貸款。當然，這是一個標準的信息不對稱問題：借款人有可能比貸款人了解其更多的

54、償還傾向。解決該問題的辦法有：貸款人通過花費時間和精力去收集有關潛在借款人的信用信息（包括其償還貸款的歷史及其當前和未來的財政能力）和有關信息和貸款的借款人的貸后行為。 可以說，信用評級機構通過對企業、政府和資產證券化者發行的債券的信用質量進行判斷幫助投資者穿過信息不對稱的迷霧。這些判斷通常以字母的形式來表示其“等級”。最有名的是標準普爾和一些其他評級機構使用的：AAA級，AA級，A級，BBB級，BB級等。之一，因此信用評級機構是債券投資者的潛在信息源之一，但他們遠不是唯一的潛在根源。有規模較小的金融服務公司，為債券投資者提供意見，。一些債券共同基金做自己的研究，如做一些對沖基金。許多金融服務

55、公司有“固定收益分析師”為公司的客戶提供投資建議。雖然似乎有超過100個全球信用評級機構，三大美國機構顯然是占主導地位的實體。這三大機構都在全球運作，在六大洲設有辦事處，每個機構都負責著超過10兆美元以上的證券評級。只有穆迪是一個獨立的公司，因此大多數信息是關于穆迪眾所周知：2008年年度報告中列出今年該公司總收入是18億美元，凈收入是4.58億美元，年末總資產為18億美元.總收入中的52%來自美國，而在2006年該比例為三分之二。69的收入來自評級;其余則來自相關的服務業。2008年底該公司擁有約3,900名員工，一半以上位于美國。 由于標準普爾和惠譽都是規模較大的企業的分支機構（即在綜合基礎上的報告），所以無法比較收入和資產結構。標準普爾和穆迪的規模差不多，而惠譽要小一些。通過對三家機構的比較研究發現，這三家公司雇用了大約相同數量的分析師，但是，穆迪和標普比惠譽評級了明顯更多的企業和資產擔保證券。 信用評級機構與金融監管的互動歷史，對了解一個機構如何達到其目前在債券信息市場上的中心地位是至關重要的。我們該怎么辦？面對越來越多的人對三個大型債券評價機構的錯誤提出質疑，在初期，對于復雜