公司与股东之间的合同

Contracts Between Firms and Shareholders

Journal of Accounting Research · 2020
被引 0
人大 AFT50UTD24ABS 4*

中文导读

研究了公司与专业股东之间存在的明确双边合同,利用1996年至2018年的大宗投资数据,发现这些合同主要涉及公司所有者和积极股东,并包含融资、交易、董事任命、股息、合资企业、公司投资、财务报告和信息获取等条款,且合同普及度与信息不对称程度正相关。

Abstract

ABSTRACT Theory predicts the existence of explicit bilateral contracts between firms and expert shareholders. I assemble and analyze a large‐scale data set of these contracts. Using block investments from 1996 to 2018, I find that these contracts involve mainly corporate owners and activist owners, and often specify covenants pertaining to financing, trading, directorships, dividends, joint ventures, corporate investment, financial reporting, and information access. I also find that some of the contract covenants are stated in terms of accounting information, and that the prevalence of these contracts is significantly positively associated with measures of information asymmetry between managers and shareholders. Overall, this study provides some of the first systematic evidence on explicit bilateral contracts between firms and shareholders.

股东合同契约条款信息不对称公司治理