We examine the conflict of interest that an investment bank faces when advising both the target and acquirer in a merger or acquisition (M&A) by investigating how common advisors affect deal outcomes. We compare M&As with common advisors to deals in which targets and acquirers use different...

This entry for the Encyclopedia of Financial Globalization provides an introduction to corporate governance as the institutional framework that regulates the division and exercise of power in the corporation. Following an overview of basic concepts like power, agency, and the nature of the firm,...

Theory can have profound effects on practice, some intended and desirable, others unintended and undesirable. That's the story of the influence the field of law and economics has had on the domain of law and accounting. That influence comes primarily from agency theory and modern finance theory,...

Entrepreneurs in emerging countries often use disproportional ownership structures - set up through dual class shares, pyramids and similar devices - as a measure to retain control over listed firms. These ownership structures have the potential to stimulate economic growth in developing...

We analyse the principles for sound compensation practices at financial institutions and their implementation standards (briefly PSSCPs) issued in 2009 by the Financial Stability Board (FSB). We examine, first of all, the political economy of the PSSCP. We describe their formation as a result of...

This study identifies how country differences on a key cultural dimension - egalitarianism - influence the direction of different types of international investment flows. A society's cultural orientation toward egalitarianism is manifested by intolerance for abuses of market and political power...

I study company characteristics that are associated with shareholder value changes in the new legal form: Societas Europaea (SE). In an event study of 47 companies that announce to become SEs I find that companies that change their board structure from two-tier to one tier have 3.7 percentage...

In this Article we submit that the compensation structures at banks before the financial crisis were not necessarily flawed and that recent reforms in this area largely reflect already existing best practices. In Part I we review recent empirical studies on corporate governance and executive pay...

Institutional fractures have in many ways undermined the plans of policymakers to strengthen stock markets in emerging nations. After more than a decade of legal reform, the countries that followed the prescriptions of the World Bank and the OECD have little to show for their efforts. If capital...

Litigants and commentators have been mooting an expansive reading of Delaware's fiduciary duty of good faith. The Delaware Supreme Court recently made its most emphatic negative response to this proposition to date in Lyondell Chemical Company v. Ryan, a merger case. Lyondell simultaneously...