Corporate Law and the Theory of the Firm

Corporate Law and the Theory of the Firm

Author: Wm. Dennis Huber

Publisher: Routledge

Published: 2020-04-08

Total Pages: 188

ISBN-13: 1000061841

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Dozens of judicial opinions have held that shareholders own corporations, that directors are agents of shareholders, and even that directors are trustees of shareholders’ property. Yet, until now, it has never been proven. These doctrines rest on unsubstantiated assumptions. In this book the author performs a rigorous, systematic analysis of common law, contract law, property law, agency law, partnership law, trust law, and corporate statutory law using judicial rulings that prove shareholders do not own corporations, that there is no separation of ownership and control, directors are not agents of shareholders, and shareholders are not investors in corporations. Furthermore, the author proves the theory of the firm, which is founded on the separation of ownership and control and directors as agents of shareholders, promotes an agenda that wilfully ignores fundamental property law and agency law. However, since shareholders do not own the corporation, and directors are not agents of shareholders, the theory of the firm collapses. The book corrects decades of confusion and misguided research in corporate law and the economic theory of the firm and will allow readers to understand how property law, agency law, and economics contradict each other when applied to corporate law. It will appeal to researchers and upper-level and graduate students in economics, finance, accounting, law, and sociology, as well as attorneys and accountants.


The Economic Nature of the Firm

The Economic Nature of the Firm

Author: Randall S. Kroszner

Publisher: Cambridge University Press

Published: 2009-09-21

Total Pages: 664

ISBN-13: 1316025233

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This book brings together classic writings on the economic nature and organization of firms, including works by Ronald Coase, Oliver Williamson, and Michael Jensen and William Meckling, as well as more recent contributions by Paul Milgrom, Bengt Holmstrom, John Roberts, Oliver Hart, Luigi Zingales, and others. Part I explores the general theme of the firm's nature and place in the market economy; Part II addresses the question of which transactions are integrated under a firm's roof and what limits the growth of firms; Part III examines employer-employee relations and the motivation of labor; and Part IV studies the firm's organization from the standpoint of financing and the relationship between owners and managers. The volume also includes a consolidated bibliography of sources cited by these authors and an introductory essay by the editors that surveys the new institutional economics of the firm and issues raised in the anthology.


The Theory of the Firm

The Theory of the Firm

Author: Nicolai J. Foss

Publisher: Taylor & Francis

Published: 2000

Total Pages: 488

ISBN-13: 9780415196383

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Includes over 60 classic papers, these volumes collect together contributions on the theory of the firm, beginning with Ronald Coase's classic work of 1937 and ending with important papers published as late as 1998.


Economics Social Institutions

Economics Social Institutions

Author: K. Brunner

Publisher: Springer Science & Business Media

Published: 2012-12-06

Total Pages: 289

ISBN-13: 9400992572

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The productive work of widely distributed academic research has contributed substantially, over the postwar period, to important advances in our understanding. It has also offered a clearer recognition of many unresolved problems. Never theless, the progress achieved over the last decades, ex hibited by the systematic application of "theory" to actual issues and observable problems, could not overcome a per vasive sense of dissatisfaction. Some academic endeavors pursued within a traditional range of economic analysis have appeared increasingly remote from broad social issues, motivating the social and intellectual unrest experienced in recent years. Conditioned by the traditional use of economic analysis, many have naturally concluded that the "most relevant" social issues agitating our times are beyond the reach of economics. Purist advocates of a traditional view thus condemn any extension of economic analysis to social issues as an escape into "ideology". Others argue the need for an "interdisciplinary approach" involving sociology, social psychology, or anthropology as necessary strands in a useful understanding of social, institutional, and human problems of contemporary societies. We note here, in par ticular, the subtle attraction inherent in Marxian thought. It appears to offer a unified approach, with a coherent inter pretation, to all matters and aspects of human society, in cluding even nature.


Ownership Structure, Related Party Transactions, and Firm Valuation

Ownership Structure, Related Party Transactions, and Firm Valuation

Author: Amrinder Khosa

Publisher: Cambridge University Press

Published: 2019-03-21

Total Pages: 194

ISBN-13: 1108624863

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Concentrated ownership is considered to be the best protection for shareholders in economies where legal protection is relatively weak. This book investigates and concludes, for Indian business groups, that concentrated-inside ownership provides opportunities for the expropriation of minority shareholders. While more concentrated direct ownership of controlling families results in a higher market value of equity, indirect ownership obtained through cross-holding provides incentives to extract private benefits and results in value loss. This finding requires the prompt attention of regulatory bodies, outside investors and other interested parties. This book examines the effect of ownership structure and disclosure of related-party transactions on firm valuation of group-affiliated firms in India, by using a sample of 317 listed firms comprising 1350 firm-year observations from 2008 to 2017. Well-accepted value-relevance models are employed to examine the effect of ownership rights on market value of equity and valuation effect of RP trading, asset transfer, investment and loan transactions.


The Nature of the Firm

The Nature of the Firm

Author: Oliver E. Williamson

Publisher: Oxford University Press, USA

Published: 1993

Total Pages: 260

ISBN-13: 9780195083569

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This volume features a series of essays which arose from a conference on economics, addressing the question: what is the nature of the firm in economic analysis? This paperback edition includes the Nobel Lecture of R.N. Case.


Economics, Capitalism, and Corporations

Economics, Capitalism, and Corporations

Author: Wm. Dennis Huber

Publisher: Routledge

Published: 2020-12-11

Total Pages: 206

ISBN-13: 1000291219

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This book is a continuation of Corporate Law and the Theory of the Firm: Reconstructing Corporations, Shareholders, Directors, Owners, and Investors. The author extends his analysis of contract law, property law, agency law, trust law, and corporate statutory law and applies that analysis to defy conventional concepts and theories in economics, finance, investment, and accounting and expose the artificial boundaries established by decades of research founded on indefensible assumptions and fallacious conclusions. Using the Humpty Dumpty principle, where words mean what the authors want them to mean, economists have created "strange new worlds" where contract law, property law, agency law, and corporate statutory law no longer apply. The author dismantles the theory of the firm by proving the theory of the firm wilfully and intentionally ignores fundamental contract law, property law, agency law, and corporate statutory law. Contrary to the theory of the firm, shareholders do not own corporations, directors are not agents of shareholders, and shareholders are not investors in corporations. The author proves that by property law and corporate law, capital is not privately owned by capitalists but by corporations. Entire economic and social systems have been constructed that have no basis in law. With the advent of publicly traded corporations, the capital is there, but both capitalists and capitalism have been rendered extinct. This book will appeal to researchers and graduate and upper-level undergraduate students in economics, finance, accounting, law, and sociology, as well as legal scholars, attorneys and accountants.


A Theory of the Firm

A Theory of the Firm

Author: Michael C. Jensen

Publisher: Harvard University Press

Published: 2003-09-30

Total Pages: 342

ISBN-13: 9780674012295

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This collection examines the forces, both external and internal, that lead corporations to behave efficiently and to create wealth. Corporations vest control rights in shareholders, the author argues, because they are the constituency that bear business risk and therefore have the appropriate incentives to maximize corporate value. Assigning control to any other group would be tantamount to allowing that group to play poker with someone else's money, and would create inefficiencies. The implicit denial of this proposition is the fallacy of the so-called stakeholder theory of the corporation, which argues that corporations should be run in the interests of all stakeholders. This theory offers no account of how conflicts between different stakeholders are to be resolved, and gives managers no principle on which to base decisions, except to follow their own preferences. In practice, shareholders delegate their control rights to a board of directors, who hire, fire, and set the compensation of the chief officers of the firm. However, because agents have different incentives than the principals they represent, they can destroy corporate value unless closely monitored. This happened in the 1960s and led to hostile takeovers in the market for corporate control in the 1970s and 1980s. The author argues that the takeover movement generated increases in corporate efficiency that exceeded $1.5 trillion and helped to lay the foundation for the great economic boom of the 1990s.


Corporate Governance, Ownership Structure and Firm Performance

Corporate Governance, Ownership Structure and Firm Performance

Author: Hoang N. Pham

Publisher: Routledge

Published: 2022-01-25

Total Pages: 190

ISBN-13: 1000540278

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The relationship between ownership structure and firm performance has been studied extensively in corporate finance and corporate governance literature. Nevertheless, the mediation (path) analysis to examine the issue can be adopted as a new approach to explain why and how ownership structure is related to firm performance and vice versa. This approach calls for full recognition of the roles of agency costs and corporate risk-taking as essential mediating variables in the bi-directional and mediated relationship between ownership structure and firm performance. Based on the agency theory, corporate risk management theory and accounting for the dynamic endogeneity in the ownership–performance relationship, this book develops two-mediator mediation models, including recursive and non-recursive mediation models, to investigate the ownership structure–firm performance relationship. It is demonstrated that agency costs and corporate risk-taking are the ‘missing links’ in the ownership structure–firm performance relationship. Hence, this book brings into attention the mediation and dynamic approach to this issue and enhances the knowledge of the mechanisms for improving firm’s financial performance. This book will be of interest to corporate finance, management and economics researchers and policy makers. Post-graduate research students in corporate governance and corporate finance will also find this book beneficial to the application of econometrics into multi-dimensional and complex issues of the firm, including ownership structure, agency problems, corporate risk management and financial performance.