Jurisdictional competition for corporate charters and firm value: A reexamination of the Delaware effect

被引：0
作者：
Anderson A. [1 ]
Brown J. [2 ]
Gupta P.P. [3 ]
机构：
[1] Perella Department of Finance, College of Business and Economics, Lehigh University USA, Bethlehem, 18015, PA
[2] Department of Management, Bentley University USA, 175 Forest Street, Waltham, 02452, MA
[3] Department of Accounting, College of Business and Economics USA, Bethlehem, 18015, PA
来源：
International Journal of Disclosure and Governance | 2017年 / 14卷 / 4期
关键词：
Corporate governance; Correlation; Incorporation; Investor protection; Law;
D O I：
10.1057/s41310-017-0029-4
中图分类号：
学科分类号：
摘要：
In this paper, we analyze the Delaware incorporation effect on firm value to determine whether the positive association found by Daines (J Financ Econ 62(3):525-558, 2001) still holds. Analyzing a sample from 1997 to 2013, we find that the relationship between Delaware incorporation and firm value is no longer positive, as found by Daines, and is in fact negative and significantly different from zero. In addition, we find that this negative relationship holds even after controlling for the effects of Sarbanes-Oxley, the financial crisis, and foreign incorporations. We attribute this change to increasing charter competition, both within and outside of the US. However, in line with current governance trends, we propose that Delaware's popularity may be rooted in director primacy arguments that support Delaware as a state where directors perceive they have autonomy and discretion through the Chancery Court system. © 2017 Macmillan Publishers Ltd.
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页码：341 / 356
页数：15
相关论文
共 73 条
[1]  
Ahn S., Shrestha K., The differential effects of classified boards on firm value, Journal of Banking and Finance, 37, 11, pp. 3993-4013, (2013)
[2]  
Akalp N., The Pros and Cons of Incorporating in Delaware Entrepreneur, (2017)
[3]  
Alchian A., Demsetz H., Production, information costs, and economic organization, The American Economic Review, 62, 5, pp. 777-795, (1972)
[4]  
Bainbridge S.M., Director primacy: The means and ends of corporate governance, Northwestern University Law Review, 97, (2002)
[5]  
Bainbridge S.M., Why a board-group decision making in corporate governance, Vanderbilt Law Review, 55, (2002)
[6]  
Bainbridge S.M., Board of Directors As Nexus of Contracts the Iowa Law Review, 88, (2002)
[7]  
Bainbridge S.M., Director Primacy and Shareholder Disempowerment Harvard Law Review, 119, pp. 5-25, (2006)
[8]  
Bainbridge S.M., Preserving director primacy by managing shareholder interventions, Research Handbook on Shareholder Power and Activism, 231, (2013)
[9]  
Bebchuk L., Federalism and the corporation: The desirable limits on state competition in corporate law, Harvard Law Review, 105, pp. 1435-1510, (1992)
[10]  
Bebchuk L., Cohen A., Firms decisions where to incorporate, Journal of Law and Economics, 65, pp. 383-425, (2003)
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