Corporate Law: Finance & Corporate Governance Law eJournal最新文献

Social Capital: The Good, the Bad, and the Ugly 《社会资本:好、坏、丑

Corporate Law: Finance & Corporate Governance Law eJournal Pub Date : 2009-01-20 DOI: 10.2139/SSRN.186928

P. Adler, Seok-Woo Kwon

引用次数: 470

Sharing of Control as a Corporate Governance Mechanism 控制权共享作为公司治理机制

Corporate Law: Finance & Corporate Governance Law eJournal Pub Date : 2005-02-01 DOI: 10.2139/ssrn.277111

Armando Gomes, Walter Novaes

引用次数: 163

Too Busy to Mind the Business? Monitoring by Directors with Multiple Board Appointments 忙得顾不上生意?由多个董事会任命的董事监督

Corporate Law: Finance & Corporate Governance Law eJournal Pub Date : 2002-06-01 DOI: 10.2139/ssrn.167288

A. Pritchard, Stephen P. Ferris, Murali Jagannathan

引用次数: 1169

What Really Matters in Auction Design 拍卖设计中真正重要的东西

Corporate Law: Finance & Corporate Governance Law eJournal Pub Date : 2001-09-01 DOI: 10.2139/ssrn.237114

P. Klemperer

引用次数: 1014

Law, Property Rights and Growth 法律、产权与增长

Corporate Law: Finance & Corporate Governance Law eJournal Pub Date : 2001-06-05 DOI: 10.2139/ssrn.270644

S. Claessens, L. Laeven

引用次数: 15

A Transcontinental 'a' Train? Foreign Mergers Under Section 368(A)(1)(A) 横贯大陆的火车?根据第368(A)(1)(A)条进行的外国合并

Corporate Law: Finance & Corporate Governance Law eJournal Pub Date : 2001-05-01 DOI: 10.2139/SSRN.268642

Steven A. Bank

引用次数: 0

The Role of Boards and Stakeholders in Corporate Governance in Singapore 董事会和利益相关者在新加坡公司治理中的作用

Corporate Law: Finance & Corporate Governance Law eJournal Pub Date : 2001-04-25 DOI: 10.2139/SSRN.268077

V. C. Yeo, Pearlie M. C. Koh

引用次数: 5

Creative Norm Destruction: The Evolution of Nonlegal Rules in Japanese Corporate Governance 创造性规范破坏:日本公司治理非法律规则的演变

Corporate Law: Finance & Corporate Governance Law eJournal Pub Date : 2001-04-24 DOI: 10.2139/ssrn.264202

C. Milhaupt

{"title":"Creative Norm Destruction: The Evolution of Nonlegal Rules in Japanese Corporate Governance","authors":"C. Milhaupt","doi":"10.2139/ssrn.264202","DOIUrl":"https://doi.org/10.2139/ssrn.264202","url":null,"abstract":"This paper analyzes the origins, persistence, and current evolution of a series of non-legal rules (or \"norms\") that have played an important role in Japanese corporate governance. The four central features of the governance environment examined here include: 1) the main bank system, in which banks voluntarily restructure loans to some distressed borrowers, 2) a social distaste for hostile takeovers, 3) implicit promises of employment stability, and 4) belief systems about the proper role and structure of the board of directors. I show that, despite virtually ubiquitous claims to the contrary, these norms do not enjoy a long history of practice in Japan, but rather emerged only in the immediate postwar period. I hypothesize that they emerged for two reasons: First, they served as a low-cost substitute for a troubled formal institutional environment beset by the \"transplant effect\" that imperils legal reform in transition economies today. Second, they provided private benefits to the small number of interest groups that emerged intact from World War II. The flow of private benefits to norm adherents explains the persistence of the norms despite clear evidence of their inefficiency over the past decade. I demonstrate that current models of norm reform, which emphasize the role of exogenous shocks, the workings of norm entrepreneurs, and increased information, explain why the norms of Japanese corporate governance are currently evolving. Finally, extrapolating from Japan's experience, I suggest how norm analysis can contribute to the two most pressing questions in comparative corporate governance today: whether law matters to corporate governance, and whether diverse systems of corporate governance are converging toward the Anglo-American model. As to both questions, I suggest that closer attention to norms reveals shortcomings in the existing literature.","PeriodicalId":415084,"journal":{"name":"Corporate Law: Finance & Corporate Governance Law eJournal","volume":"31 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2001-04-24","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"127981338","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}

引用次数: 70

Does Corporate Diversification Destroy Value? 公司多元化会破坏价值吗?

Corporate Law: Finance & Corporate Governance Law eJournal Pub Date : 2001-04-23 DOI: 10.2139/ssrn.199709

J. Graham, M. Lemmon, Jack G. Wolf

{"title":"Does Corporate Diversification Destroy Value?","authors":"J. Graham, M. Lemmon, Jack G. Wolf","doi":"10.2139/ssrn.199709","DOIUrl":"https://doi.org/10.2139/ssrn.199709","url":null,"abstract":"We analyze several hundred firms that expand via acquisition and0or increase their number of business segments. The combined market reaction to acquisition announcements is positive but acquiring firm excess values decline after the diversifying event. Much of the excess value reduction occurs because our sample firms acquire already discounted business units, and not because diversifying destroys value. This implies that the standard assumption that conglomerate divisions can be benchmarked to typical stand-alone f irms should be carefully reconsidered. We also show that excess value does not decline when firms increase their number of business segments because of pure reporting changes. DOES CORPORATE DIVERSIF ICATION destroy value? Several recent papers attempt to answer this question by comparing the market value of firms that operate multiple lines of business to the value of a portfolio of stand-alone firms operating in the same industries as the conglomerate’s divisions. Lang and Stulz ~1994! use this approach and find that multisegment firms have low values of Tobin’s q compared to stand-alone firms. Similarly, Berger and Ofek ~1995! find that U.S. conglomerates are priced at a mean discount of about 15 percent. Lins and Servaes ~1999! find similar discounts in Japan and the United Kingdom. Indeed, based on the Berger and Ofek methodology, diversified firms with valuation discounts had aggregate value losses of $800 billion in 1995. The magnitude of the value loss suggests that operating the divisions of conglomerates as stand-alone firms would create significant value. In this paper, we provide new evidence on whether the act of corporate diversification destroys value, or whether the divisions that make up conglomerates would trade at a discount, even if they operated as standalone firms.","PeriodicalId":415084,"journal":{"name":"Corporate Law: Finance & Corporate Governance Law eJournal","volume":"135 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2001-04-23","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"129508528","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}

引用次数: 824

Resource and Strategy Roles of Corporate Governance and Stockmarket Response: An Investigation of Initial Public Offerings in the UK, 1999-2000 公司治理的资源和战略角色与股市反应:1999-2000年英国首次公开募股的调查

Corporate Law: Finance & Corporate Governance Law eJournal Pub Date : 2001-02-01 DOI: 10.2139/ssrn.277629

I. Filatotchev, Kate Bishop

引用次数: 2