This paper is the first long-run historical analysis of stock market development and minority shareholder protection in France (1852-2007). For this purpose, we constructed a unique time series of shareholder protection indices (anti-director rights and securities law) and relied on triangulated...

Sketched in the aftermath of the financial crisis of 1929, US capital markets law was in large parts an example to the relatively young European capital markets law. After another financial crisis which showed the fragility of the financial markets in recent times, this article seeks to sketch...

Long before the current financial and economic crisis, corporate governance and securities regulation had become part of one of the most interesting and dynamic regulatory areas in law and policy making today. Both areas had been undergoing dramatic transformations over the past 30-40 years,...

Two recent cases, one from New Zealand and the other from the UK, highlight issues relating to the intersection between company law and securities law. In one, the directors attempted to defend alleged breaches of the statutory duty to make full prospectus disclosure by asserting that they were...

The law and finance theory predicts that the common law system provides the best basis for financial development and economic growth, followed by Scandinavian and German origin civil law and finally French origin civil law. Referring to a number of sceptical views, this paper argues that the...

Does managerial entrenchment create or destroy shareholder value? This Article presents both theory and evidence that the answer to this question is not monolithic, but rather depends on factors that vary greatly with the macroeconomic climate, such as firm profitability, takeover frequency, and...

Corporate governance scholarship is typically portrayed as driven by single factor models, for example, shareholder value maximization, director primacy or team production. These governance models are Copernican; one factor is or should be the center of the corporate governance solar system. In...

The governance of infrastructure institutions in the financial markets – namely exchanges, central counter-parties (CCPs), and central securities depositories (CSDs) – has become a matter of significant commercial, regulatory, legislative, and even political concern. Such institutions play a...

The paper reviews the developments in the capital markets and corporate governance in India since the early 1990s when the government of India adopted the economic liberalization programme. The legislative changes significantly altered the theme of Indian Companies Act 1956, which is based on...