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Does Legal Enforcement Affect Financial Transactions? The Contractual Channel in Private Equity

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Author Info
Josh Lerner
Antoinette Schoar

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Abstract

Analyzing 210 developing country private equity investments, we find that transactions vary with nations' legal enforcement, whether measured directly or through legal origin. Investments in high enforcement and common law nations often use convertible preferred stock with covenants. In low enforcement and civil law nations, private equity groups tend to use common stock and debt, and rely on equity and board control. Transactions in high enforcement countries have higher valuations and returns. While relying on ownership rather than contractual provisions may help to alleviate legal enforcement problems, these results suggest that private solutions are only a partial remedy. © 2005 MIT Press

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Publisher Info
Article provided by MIT Press in its journal The Quarterly Journal of Economics.

Volume (Year): 120 (2005)
Issue (Month): 1 (January)
Pages: 223-246
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Handle: RePEc:tpr:qjecon:v:120:y:2005:i:1:p:223-246

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  1. Bienz, Carsten & Walz, Uwe, 2007. "Evolution of Decision and Control Rights in Venture Capital Contracts: An Empirical Analysis," Discussion Papers 2007/13, Department of Finance and Management Science, Norwegian School of Economics and Business Administration. [Downloadable!]
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  2. Laura Bottazzi & Marco Da Rin & Thomas Hellmann, 2007. "The Importance of Trust for Investment: Evidence from Venture Capital," Working Papers 325, IGIER (Innocenzo Gasparini Institute for Economic Research), Bocconi University. [Downloadable!]
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  3. Douglas Cumming & Sofia Johan, 2006. "Provincial preferences in private equity," Financial Markets and Portfolio Management, Springer, vol. 20(4), pages 369-398, December. [Downloadable!] (restricted)
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  4. Laura Bottazzi & Marco Da Rin & Thomas Hellmann, 2005. "What Role of Legal Systems in Financial Intermediation? Theory and Evidence," Working Papers 283, IGIER (Innocenzo Gasparini Institute for Economic Research), Bocconi University. [Downloadable!]
  5. Cumming, D. & Johan, S., 2005. "Is it the law or the lawyers? : Investment fund covernants across countries," Discussion Paper 05, Tilburg University, Tilburg Law and Economic Center. [Downloadable!]
  6. Schertler, Andrea & Tykvová, Tereza, 2006. "Rivals or partners? : Evidence from Europe's international private equity deals," ZEW Discussion Papers 06-91, ZEW - Zentrum für Europäische Wirtschaftsforschung / Center for European Economic Research. [Downloadable!]
  7. Kaplan, David S. & Sadka, Joyce, 2008. "Enforceability of labor law : evidence from a labor court in Mexico," Policy Research Working Paper Series 4483, The World Bank. [Downloadable!]
  8. Bottazzi, L. & Da Rin, M. & Hellmann, T., 2008. "What is the Role of Legal Systems in Financial Intermediation? Theory and Evidence," Discussion Paper 2008-014, Tilburg University, Tilburg Law and Economic Center. [Downloadable!]
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  9. Cumming, D. & Johan, S., 2005. "Advice and monitoring in venture finance," Discussion Paper 03, Tilburg University, Tilburg Law and Economic Center. [Downloadable!]
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  10. Simeon Djankov & Oliver Hart & Caralee McLiesh & Andrei Shleifer, 2006. "Debt Enforcement Around the World," NBER Working Papers 12807, National Bureau of Economic Research, Inc. [Downloadable!] (restricted)
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  11. Groh, Alexander P. & Liechtenstein, Heinrich & Canela, Miguel A., 2008. "Limited partners' perceptions of the Central Eastern European venture capital and private equity market," IESE Research Papers D/727, IESE Business School. [Downloadable!]
  12. Rafael La Porta & Florencio Lopez-de-Silanes & Andrei Shleifer, 2007. "The Economic Consequences of Legal Origins," NBER Working Papers 13608, National Bureau of Economic Research, Inc. [Downloadable!] (restricted)
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  13. Jun Qian & Philip E. Strahan, 2005. "How Law and Institutions Shape Financial Contracts: The Case of Bank Loans," NBER Working Papers 11052, National Bureau of Economic Research, Inc. [Downloadable!] (restricted)
  14. Hein Roelfsema & Yi Zhang, 2009. "The causal effect of institutional quality on outsourcing," Working Papers 09-03, Utrecht School of Economics. [Downloadable!]
  15. Iftekhar Hasan & Haizhi Wang, 2008. "The US bankruptcy law and private equity financing: empirical evidence," Small Business Economics, Springer, vol. 31(1), pages 5-19, June. [Downloadable!] (restricted)
  16. Marco Da Rin & Giovanna Nicodano & Alessandro Sembenelli, 2004. "Public Policy and the Creation of Active Venture Capital Markets," Working Papers 270, IGIER (Innocenzo Gasparini Institute for Economic Research), Bocconi University. [Downloadable!]
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  17. Cumming, Douglas & Johan, Sofia, 2006. "Regulatory harmonization and the development of private equity markets," Discussion Paper 1, Tilburg University, Tilburg Law and Economic Center. [Downloadable!]
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  18. Groh, Alexander P. & Liechtenstein, Heinrich & Lieser, Karsten, 2008. "The European venture capital and private equity country attractiveness index(es)," IESE Research Papers D/773, IESE Business School. [Downloadable!]
  19. Bennedsen, Morten & Nielsen, Kasper Meisner & Nielsen, Thomas Vester, 2008. "Private Contracting and Corporate Governance: Evidence from the Provision of Tag-Along Rights in an Emerging Market," CEI Working Paper Series 2008-2, Center for Economic Institutions, Institute of Economic Research, Hitotsubashi University. [Downloadable!]
  20. Nathan Nunn, 2005. "Relationship Specificity, Incomplete Contracts and the Pattern of Trade," International Trade 0512018, EconWPA. [Downloadable!]
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  21. Groh, Alexander P., 2009. "Private equity in emerging markets," IESE Research Papers D/779, IESE Business School. [Downloadable!]
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