Private Contracting, Law and Finance
研究了19世纪末英国在缺乏强制性股东保护法律的情况下,私人契约如何替代法律保护股东,并发现自愿提供更好保护的公司股权集中度更低。
Abstract In the late nineteenth century Britain had almost no mandatory shareholder protections, but had very developed financial markets. We argue that private contracting between shareholders and corporations meant that the absence of statutory protections was immaterial. Using approximately 500 articles of association from before 1900, we code the protections offered to shareholders in these private contracts. We find that firms voluntarily offered shareholders many of the protections that were subsequently included in statutory corporate law. We also find that companies offering better protection to shareholders had less concentrated ownership. Received August 19, 2016; editorial decision October 24, 2018 by Editor David Denis. Authors have furnished an Internet Appendix, which is available on the Oxford University Press Web site next to the link to the final published paper online.