The problem of managerial agency costs dominates debates in corporate law. Many leading scholars advocate reforms that would reduce agency costs by forcing firms to allocate more control to shareholders. Such proposals disregard the costs that shareholders avoid by delegating control to managers...

The conventional view of corporate governance is that it is a neutral set of processes and practices that govern how a company is managed. We demonstrate that this view is profoundly mistaken: in the United States, corporate governance has become a “system” composed of an array of...

Empirical research on the principal-agent model has focused almost exclusively on the incentives provided to chief executive officers. However, the model is also directly relevant to the incentives provided to other top executives. Furthermore, the extent to which other executives will be...

Standard finance theory was born from the rib of neoclassical economics. Notwithstanding some assumptions have been modified or relaxed, this neoclassical finance theory (NFT) is still based upon: (1) methodological individualism; (2) the fully rational homo economicus; and (3) the capital...

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...

Japanese corporate governance reform is implemented by an introduction of corporate governance code and stewardship code, in which stewardship activities by institutional investors play an important role in terms of reduction of agency cost. In this report, stewardship activities are focused...

Social enterprises (SEs) have been active for some decades and have been regulated by law in several countries. Their operation showed ability to complement the provision of welfare services, especially social services, by the public sector and private enterprises, and to innovate in the...

In Japan, since 2013, Japanese corporate governance reform has been developed by Japanese Government initiatives. This paper provides a theoretical framework for understanding what Japanese corporate governance reform means for Japanese companies by an application of agency theory. Corporate...

There are many instances where two closely related parties do not agree to mutually advantageous transactions even when there are simple enforceable contracts, and side transfers of fungible resources, that would implement them. Peace treaties are not signed, inefficient regulations are not...

We develop a novel theory of mis-allocation within firms (rather than between firms) due to managers' empire building. We introduce an in- ternal capital market into a two-factor model of multi-segment firms. We show that more open markets impose discipline on competition for capital within...