Toward a Signaling Explanation of the Private Choice of Corporate Law
AbstractCorporate actors can choose their corporate domicile and have considerable freedom to choose terms in corporate charters. Although contractarian corporate law literature almost always analyzes the private choice of corporate law through the lens of agency costs, this article considers the choice for its informational content. A particular law may be chosen by an entrepreneur not because it reduces agency costs, but because it signals quality to outside investors. The article considers the choice of a Delaware domicile. Higher expected litigation costs for relatively low quality firms that accompany a Delaware domicile could imply that choosing Delaware signals a relatively high quality firm. Alternatively, the size and structure of the franchise tax in Delaware could give rise to a signal of quality from locating there. The article considers the ambiguous welfare implications of the signaling analysis and the debate over mandatory versus enabling rules in corporate law. It also suggests how the signaling analysis might apply to the debate over the private choice of a securities regulation domicile. Copyright 2004, Oxford University Press.
Download InfoTo our knowledge, this item is not available for download. To find whether it is available, there are three options:
1. Check below under "Related research" whether another version of this item is available online.
2. Check on the provider's web page whether it is in fact available.
3. Perform a search for a similarly titled item that would be available.
Bibliographic InfoArticle provided by Oxford University Press in its journal American Law and Economics Review.
Volume (Year): 6 (2004)
Issue (Month): 2 ()
Contact details of provider:
Postal: Oxford University Press, Great Clarendon Street, Oxford OX2 6DP, UK
Fax: 01865 267 985
Web page: http://www.aler.oupjournals.org/
You can help add them by filling out this form.
CitEc Project, subscribe to its RSS feed for this item.
- Fich, Eliezer M. & Shivdasani, Anil, 2007. "Financial fraud, director reputation, and shareholder wealth," Journal of Financial Economics, Elsevier, vol. 86(2), pages 306-336, November.
For technical questions regarding this item, or to correct its authors, title, abstract, bibliographic or download information, contact: (Oxford University Press) or (Christopher F. Baum).
If references are entirely missing, you can add them using this form.