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How Do Legal Differences and Learning Affect Financial Contracts?

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Author Info
Kaplan, Steven N. () (University of Chicago)
Martel, Frederic (UBS Global Asset Management)
Strömberg, Per () (Swedish Institute for Financial Research)

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Abstract

We analyze venture capital (VC) investments in twenty-three non-U.S. countries and compare them to U.S. VC investments. We describe how the contracts allocate cash flow, board, liquidation, and other control rights. In univariate analyses, contracts differ across legal regimes. However, more experienced VCs implement U.S.-style contracts regardless of legal regime. In most specifications, legal regime becomes insignificant controlling for VC sophistication. VCs who use U.S.-style contracts fail significantly less often. The results suggest that U.S.-style contracts are efficient across a wide range of legal regimes. The evolution of contracts is consistent with financial contracting theories and costly learning.

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Publisher Info
Paper provided by Institute for Financial Research in its series SIFR Research Report Series with number 28.

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Length: 44 pages
Date of creation: 15 Sep 2004
Date of revision:
Handle: RePEc:hhs:sifrwp:0028

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Related research
Keywords: Venture capital; Financial contracting; Law and finance; Corporate governance;

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Find related papers by JEL classification:
G24 - Financial Economics - - Financial Institutions and Services - - - Investment Banking; Venture Capital; Brokerage
G32 - Financial Economics - - Corporate Finance and Governance - - - Financing Policy; Capital and Ownership Structure

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References listed on IDEAS
Please report citation or reference errors to , or , if you are the registered author of the cited work, log in to your RePEc Author Service profile, click on "citations" and make appropriate adjustments.:
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    Other versions:
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  21. Djankov, Simeon & La Porta, Rafael & López-de-Silanes, Florencio & Shleifer, Andrei, 2002. "Courts: The Lex Mundi project," CEPR Discussion Papers 3344, C.E.P.R. Discussion Papers. [Downloadable!] (restricted)
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  22. Koen Schoors & Yishay Yafeh & Colin Mayer, 2001. "Sources of Funds and Investment Strategies of Venture Capital Funds: Evidence from Germany, Israel, Japan and the UK," OFRC Working Papers Series 2001fe15, Oxford Financial Research Centre. [Downloadable!]
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  23. Sahlman, William A., 1990. "The structure and governance of venture-capital organizations," Journal of Financial Economics, Elsevier, vol. 27(2), pages 473-521, October. [Downloadable!] (restricted)
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  26. La Porta, Rafael & Lopez-de-Silanes, Florencio & Shleifer, Andrei & Vishny, Robert, 2000. "Investor protection and corporate governance," Journal of Financial Economics, Elsevier, vol. 58(1-2), pages 3-27. [Downloadable!] (restricted)
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Full references

Cited by:
(explanations, Please report citation or reference errors to , or , if you are the registered author of the cited work, log in to your RePEc Author Service profile, click on "citations" and make appropriate adjustments.)

  1. Lerner, Josh & Schoar, Antoinette, 2004. "Transaction Structures in the Developing World: Evidence from Private Equity," Working papers 4468-04, Massachusetts Institute of Technology (MIT), Sloan School of Management. [Downloadable!]
    Other versions:
  2. 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!]
    Other versions:
  3. 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!]
  4. Douglas Cumming & Daniel Schmidt & Uwe Walz, 2004. "Legality and Venture Governance Around the World," CFS Working Paper Series 2004/17, Center for Financial Studies. [Downloadable!]
  5. 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!]
    Other versions:
  6. Julia Hirsch & Uwe Walz, 2006. "Why Do Contracts Differ between VC Types? Market Segmentation versus Corporate Governance Varieties," CFS Working Paper Series 2006/12, Center for Financial Studies. [Downloadable!]
  7. 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!]
    Other versions:
  8. Christian Keuschnigg & Søren Nielsen, 2004. "Taxation and Venture Capital Backed Entrepreneurship," Asia-Pacific Financial Markets, Springer, vol. 11(4), pages 369-390, August. [Downloadable!] (restricted)
    Other versions:
  9. 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)
  10. S. Manigart & A. Lockett & M. Meuleman & M. Wright & H. Landström & H. Bruining & P. Desbrières & U. Hommel, 2004. "Why Do Venture Capital Companies Syndicate?," Working Papers of Faculty of Economics and Business Administration, Ghent University, Belgium 04/226, Ghent University, Faculty of Economics and Business Administration. [Downloadable!]
  11. Carsten Bienz & Julia Hirsch, 2006. "The Dynamics of Venture Capital Contracts," CFS Working Paper Series 2006/11, Center for Financial Studies. [Downloadable!]
    Other versions:
  12. Josh Lerner & Antoinette Schoar, 2004. "Transaction Structures in the Developing World," NBER Working Papers 10348, National Bureau of Economic Research, Inc. [Downloadable!] (restricted)
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