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Where do firms incorporate? Deregulation and the cost of entry

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Author Info
Marco Becht
Colin Mayer
Hannes F. Wagner

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Abstract

We study how deregulation of corporate law affects the decision of entrepreneurs of where to incorporate. Recent rulings by the European Court of Justice (ECJ) have enabled entrepreneurs to select their country of incorporation independently of their real seat. We analyze foreign incorporations in the U.K., where incorporations of limited liability companies can be arranged at low cost. Using data for over 2 million companies from around the world incorporating in the U.K., we find a large increase in cross-country incorporations from E.U. Member States following the ECJ rulings. In line with regulatory cost theories, incorporations are primarily driven by minimum capital requirements and setup costs in home countries. We record widespread use of special incorporation agents to facilitate legal mobility across countries.

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File URL: http://www.finance.ox.ac.uk/file_links/finecon_papers/2008fe04.pdf
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Paper provided by Oxford Financial Research Centre in its series OFRC Working Papers Series with number 2008fe04.

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Length: 41
Date of creation: 2008
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Handle: RePEc:sbs:wpsefe:2008fe04

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Web page: http://www.finance.ox.ac.uk
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Related research
Keywords: Incorporation costs of regulation regulatory competition

Find related papers by JEL classification:
G38 - Financial Economics - - Corporate Finance and Governance - - - Government Policy and Regulation
K22 - Law and Economics - - Regulation and Business Law - - - Corporation and Securities Law

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References listed on IDEAS
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  1. Guhan Subramanian, 2004. "The Disappearing Delaware Effect," Journal of Law, Economics and Organization, Oxford University Press, vol. 20(1), pages 32-59, April.
  2. Roberta Romano, 1998. "Empowering Investors: A Market Approach to Securities Regulation," Yale School of Management Working Papers ysm74, Yale School of Management. [Downloadable!]
  3. Daines, Robert, 2001. "Does Delaware law improve firm value?," Journal of Financial Economics, Elsevier, vol. 62(3), pages 525-558, December. [Downloadable!] (restricted)
  4. Romano, Roberta, 1985. "Law as a Product: Some Pieces of the Incorporation Puzzle," Journal of Law, Economics and Organization, Oxford University Press, vol. 1(2), pages 225-83, Fall.
  5. Oren Bar-Gill & Michal Barzuza & Lucian Bebchuk, 2006. "The Market for Corporate Law," Journal of Institutional and Theoretical Economics (JITE), Mohr Siebeck, Tübingen, vol. 162(1), pages 134-160, March. [Downloadable!] (restricted)
  6. Marcel Kahan & Ehud Kamar, 2002. "The Myth of State Competition in Corporate Law," Berkeley Olin Program in Law & Economics, Working Paper Series 1065, Berkeley Olin Program in Law & Economics. [Downloadable!]
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This page was last updated on 2008-8-30.


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