The Agency Costs of Agency Capitalism: Activist Investors and the Revaluation of Governance Rights

Contracting for Innovation: Vertical Disintegration and Interfirm Collaboration

Corporate Governance Changes As a Signal: Contextualizing the Performance Link

Promoting ?good? corporate governance has become an important concern. One result has been the creation of indexes that purport to measure the quality...

Economic Crisis and Share Price Unpredictability: Reasons and Implications

During the recent financial crisis, there was a dramatic spike, across all industries, in the volatility of individual firm share prices after...

Sovereign Wealth Funds and Corporate Governance: A Minimalist Response to the New Mercantilism

Controlling Family Shareholders in Developing Countries: Anchoring Relational Exchange

Shifting Influences on Corporate Governance: Capital Market Completeness and Policy Channeling

Corporate governance scholarship is typically portrayed as driven by single factor models, for example, shareholder value maximization, director...

Choice as Regulatory Reform: The Case of Japanese Corporate Governance

The Empty Call for Benefit-Cost Analysis in Financial Regulation

?Benefit-cost analysis? as applied to financial regulation is a serious category mistake that has the potential to stymie regulation aimed at the...

Systematic Stewardship

This paper frames a normative theory of stewardship engagement by large institutional investors and asset managers in terms of their theory of...

The Agency Costs of Agency Capitalism: Activist Investors and the Revaluation of Governance Rights

An American Perspective on the New German Anti-takeover Law

The Benefits of Access: Evidence from Private Meetings with Portfolio Firms

We analyze over 4,700 private meetings between a large active asset manager and portfolio firms, unobservable to outsiders. These meetings are...

Outsourcing Active Ownership in Japan

This paper examines active ownership in Japan by an equity ownership service, Governance for Owners Japan (GOJ). GOJ engages with...

Bank Resolution in Europe: the Unfinished Agenda of Structural Reform

This chapter argues that the work of the European Banking Union remains incomplete in one important respect, the structural re-organization of large...

Corporate Governance and Control

Corporate governance is concerned with the resolution of collective action problems among dispersed investors and the reconciliation of conflicts of...

Returns to Hedge Fund Activism: An International Study

This paper provides evidence on the incidence, characteristics, and performance of activist engagements across countries. We find that the incidence...

Institutional Ownership and Governance

This paper describes different forms of ownership across countries and how these forms influence the way companies are governed. In most stock markets...

The Privatization of Bankruptcy: Evidence from Financial Distress in the Shipping Industry

A generally accepted view is that sophisticated bankruptcy procedures are required to mitigate coordination failures and fire sale discounts arising...

Do Bankruptcy Codes Matter? A Study of Defaults in France, Germany, and the UK

Outsourcing Active Ownership in Japan

This paper examines active ownership in Japan by an equity ownership service, Governance for Owners Japan (GOJ). GOJ engages with...

Evolution of Ownership and Control Around the World: The Changing Face of Capitalism

This chapter documents the evolution of ownership and control of firms around the world over a hundred year period from the beginning of the 20th century...

Marketplace Lending, Information Aggregation and Liquidity

We address a puzzle whereby lending marketplaces, aimed at directly connecting retail lenders and borrowers, retreat from auctions and take on the role...

Hedge Fund Activism in Europe

The paper analyzes 362 European activist interventions by hedge funds, focus funds and other activist investors from 2000 to 2008. The sample includes...

Is Pollution Value-Maximizing? The DuPont Case

Litigation, regulation, and reputation are the key mechanisms to restrain companies from profiting by externalizing larger costs on society. We...

Contracting for a European Insolvency Regime

The European Commission has proposed a directive on ‘preventive restructuring frameworks’ for financially distressed firms. I demonstrate that...

Trusting the Stock Market

We provide a new explanation to the limited stock market participation puzzle. In deciding whether to buy stocks, investors factor in the risk of being...

Restructuring the European Business Enterprise: The EU Commission Recommendation on a New Approach to Business Failure and Insolvency

Two events are currently changing the landscape for business restructurings in the European Union: the “Restructuring Recommendation” (RR) of...

Where Do Firms Issue Debt?

What Can Restructuring Laws Do? Geopolitical Shocks, The New German Restructuring Regime, and The Limits of Restructuring Laws

In this article, I discuss the possibilities and limitations of restructuring laws against the background of geopolitical shocks such as the Covid-19...

The Costs and Benefits of Financial Market Regulation

This paper revisits the controversy on regulation and applies its insights to the debate on corporate governance and mutual funds. The general result of...

The Rise and Fall of Regulatory Competition in Corporate Insolvency Law in the European Union

In this essay, I discuss the rise and fall of regulatory competition in corporate insolvency law in the European Union. The rise is closely associated...

Does Paying Passive Managers to Engage Improve ESG Performance?

The paper studies a natural experiment in responsible investment conducted by the Japanese Government Pension Investment Fund (GPIF). In 2018 GPIF...

Constraints on Private Benefits of Control: Ex Ante Control Mechanisms Versus Ex Post Transaction Review

Contracting About Private Benefits of Control

The separation of control and ownership ? the ability of a small group effectively to control a company though holding a minority of its cash flow rights ?...

Economic Crisis and Share Price Unpredictability: Reasons and Implications

During the recent financial crisis, there was a dramatic spike, across all industries, in the volatility of individual firm share prices after...

Agency Capitalism: Further Implications of Equity Intermediation

This chapter continues our examination of the corporate law and governance implications of the fundamental shift in ownership structure of U.S. public...

The Case for an Unbiased Takeover Law (with an Application to the European Union)

Takeover regulation should neither hamper nor promote takeovers, but instead allow individual companies to decide the contestability of their...

Corporate Governance Changes As a Signal: Contextualizing the Performance Link

Promoting ?good? corporate governance has become an important concern. One result has been the creation of indexes that purport to measure the quality...

Hedge Fund Activism in Europe

The paper analyzes 362 European activist interventions by hedge funds, focus funds and other activist investors from 2000 to 2008. The sample includes...