We consider how the state should regulate the consumption of pecuniary private benefits of control by controlling shareholders. These benefits have efficient aspects: they compensate the controlling shareholder for monitoring managers and for investing effort to create and implement projects....

This paper uses a discrete choice framework to analyze state design and firm choice of the implications of incorporation: corporate governance laws, corporate taxes and court features. Firms --- differentiated by ownership, management, industry concentration, financial profile and unobservable...

There are few things more constant in life than the rise and fall of financial markets. When markets crash, however, we are forced to restore them while learning from our mistakes. In the wake of the recent subprime mortgage crisis, Congress has drastically but deservedly overhauled the...

Negative risk-decoupling, otherwise known as empty voting, is a popular strategy amongst hedge funds and other activist investors. In short, it is the attempt to decouple the economic risk from the share's ownership position, retaining in particular the voting right without risk. This paper uses...

We examine the political dynamics which led to the codification of the Principles and Standards for sound compensation practices at financial institutions at international (G 20) level and to their subsequent implementation on both sides of the Atlantic. We show that the regulation of bankers'...

The paper outlines the developments in the EU regulatory framework for executive remuneration since 2004 and going through the financial crisis. It also presents the results of an analysis of the remuneration practices adopted by the largest European listed firms before and after the crisis,...

This paper examines the largely emasculated role of corporate boards of directors in effectively discharging their fiduciary obligations of promoting and protecting the interests of absentee shareholders. Although legislation and regulation in India, through the Companies Act and Listing...