IDEAS home Printed from https://ideas.repec.org/p/ysm/wpaper/amz2511.html
   My bibliography  Save this paper

Corporate Governance Convergence Through Cross-Border Mergers: The Case of Aventis

Author

Listed:
  • Christos Cabolis
  • Arturo Bris

Abstract

In this paper we illustrate the role of cross-border mergers in the process of corporate governance convergence. We explore in detail the corporate governance provisions in Rhone-Poulenc, a French company, and Hoechst, a German firm, and the resulting structure after the two firms merged in 1999 to create Aventis, legally a French corporation. We show that, despite the nationality of the firm, the corporate governance structure of Aventis is a combination of the corporate governance systems of Hoechst and Rhone-Poulenc, where the newly merged firm adopted the most protective provisions of the two merging firms. In some cases this resulted in Aventis' borrowing from the corporate governance structure of Hoechst while in others Aventis replicated Rhone-Poulenc's structure. Most interesting is the situation where Aventis introduced improved provisions over both systems. The resulting corporate governance system in Aventis is significantly more protective than the default French legal system of investor protection.

Suggested Citation

  • Christos Cabolis & Arturo Bris, 2004. "Corporate Governance Convergence Through Cross-Border Mergers: The Case of Aventis," Yale School of Management Working Papers amz2511, Yale School of Management, revised 01 Dec 2004.
    • Handle: RePEc:ysm:wpaper:amz2511
    as

    Download full text from publisher

    File URL: https://repec.som.yale.edu/icfpub/publications/2511.pdf
    Download Restriction: no
    ---><---

    References listed on IDEAS

    as
    1. Rafael La Porta & Florencio Lopez‐De‐Silanes & Andrei Shleifer & Robert Vishny, 2002. "Investor Protection and Corporate Valuation," Journal of Finance, American Finance Association, vol. 57(3), pages 1147-1170, June.
    Full references (including those not matched with items on IDEAS)

    Most related items

    These are the items that most often cite the same works as this one and are cited by the same works as this one.
    1. Klapper, Leora F. & Love, Inessa, 2004. "Corporate governance, investor protection, and performance in emerging markets," Journal of Corporate Finance, Elsevier, vol. 10(5), pages 703-728, November.
    2. Díez-Esteban, José María & Farinha, Jorge Bento & García-Gómez, Conrado Diego, 2016. "The role of institutional investors in propagating the 2007 financial crisis in Southern Europe," Research in International Business and Finance, Elsevier, vol. 38(C), pages 439-454.
    3. Minguez-Vera, Antonio & Martin-Ugedo, Juan Francisco, 2007. "Does ownership structure affect value? A panel data analysis for the Spanish market," International Review of Financial Analysis, Elsevier, vol. 16(1), pages 81-98.
    4. Jongmoo Jay Choi & Hoje Jo & Jimi Kim & Moo Sung Kim, 2018. "Business Groups and Corporate Social Responsibility," Journal of Business Ethics, Springer, vol. 153(4), pages 931-954, December.
    5. Chen, Ni-Yun & Liu, Chi-Chun, 2021. "The effect of repurchase regulations on actual share reacquisitions and cost of debt," The North American Journal of Economics and Finance, Elsevier, vol. 55(C).
    6. Lepetit, Laetitia & Saghi-Zedek, Nadia & Tarazi, Amine, 2015. "Excess control rights, bank capital structure adjustments, and lending," Journal of Financial Economics, Elsevier, vol. 115(3), pages 574-591.
    7. Christopher F. Baum & Mustafa Caglayan & Oleksandr Talavera, 2010. "On the sensitivity of firms' investment to cash flow and uncertainty," Oxford Economic Papers, Oxford University Press, vol. 62(2), pages 286-306, April.
    8. Gabriel Donleavy & Kit-Chun Lam & Simon Ho, 2008. "Does East Meet West in Business Ethics: An Introduction to the Special Issue," Journal of Business Ethics, Springer, vol. 79(1), pages 1-8, April.
    9. Ansgar Belke & Rainer Fehn, "undated". "Institutions and Structural Unemployment: Do Capital-Market Imperfections Matter?," German Working Papers in Law and Economics 2001-default/2001/1-1008, Berkeley Electronic Press.
    10. Enikolopov, Ruben & Petrova, Maria & Stepanov, Sergey, 2014. "Firm value in crisis: Effects of firm-level transparency and country-level institutions," Journal of Banking & Finance, Elsevier, vol. 46(C), pages 72-84.
    11. repec:mth:ijafr8:v:8:y:2018:i:4:p:512-532 is not listed on IDEAS
    12. Josef C. Brada & Ichiro Iwasaki, 2022. "The Effect of Target-Country Institutions on Cross-Border Merger and Acquisition Activity: A Quantitative Literature Survey," Econometric Research in Finance, SGH Warsaw School of Economics, Collegium of Economic Analysis, vol. 7(1), pages 1-70.
    13. Yin‐Hua Yeh & Pei‐Gi Shu & Re‐Jin Guo, 2008. "Ownership Structure and IPO Valuation—Evidence from Taiwan," Financial Management, Financial Management Association International, vol. 37(1), pages 141-161, March.
    14. Carlin, Paul S. & Kidd, Michael P. & Ulubaşoğlu, Mehmet A., 2013. "Does legal heritage affect obesity? The channel of motor vehicle dependence," Journal of Comparative Economics, Elsevier, vol. 41(2), pages 621-633.
    15. Carvalho, Augusto & Guimaraes, Bernardo, 2018. "State-controlled companies and political risk: Evidence from the 2014 Brazilian election," Journal of Public Economics, Elsevier, vol. 159(C), pages 66-78.
    16. Ferrell, Allen & Liang, Hao & Renneboog, Luc, 2016. "Socially responsible firms," Journal of Financial Economics, Elsevier, vol. 122(3), pages 585-606.
    17. Doidge, Craig & Andrew Karolyi, G. & Stulz, Rene M., 2007. "Why do countries matter so much for corporate governance?," Journal of Financial Economics, Elsevier, vol. 86(1), pages 1-39, October.
    18. Prayagsing Chakeel Coomar & Jankee Kheswar, 2016. "Internal Financial Markets and Corporate Investment Strategies in Africa — A Case Study of Mauritius," The Review of Finance and Banking, Academia de Studii Economice din Bucuresti, Romania / Facultatea de Finante, Asigurari, Banci si Burse de Valori / Catedra de Finante, vol. 8(1), pages 007-020, June.
    19. Andrea Asoni, 2008. "Protection Of Property Rights And Growth As Political Equilibria," Journal of Economic Surveys, Wiley Blackwell, vol. 22(5), pages 953-987, December.
    20. Arturo Bris, 2005. "Do Insider Trading Laws Work?," European Financial Management, European Financial Management Association, vol. 11(3), pages 267-312, June.
    21. Frame, W. Scott & Mihov, Atanas & Sanz, Leandro, 2020. "Foreign Investment, Regulatory Arbitrage, and the Risk of U.S. Banking Organizations," Journal of Financial and Quantitative Analysis, Cambridge University Press, vol. 55(3), pages 955-988, May.

    Corrections

    All material on this site has been provided by the respective publishers and authors. You can help correct errors and omissions. When requesting a correction, please mention this item's handle: RePEc:ysm:wpaper:amz2511. See general information about how to correct material in RePEc.

    If you have authored this item and are not yet registered with RePEc, we encourage you to do it here. This allows to link your profile to this item. It also allows you to accept potential citations to this item that we are uncertain about.

    If CitEc recognized a bibliographic reference but did not link an item in RePEc to it, you can help with this form .

    If you know of missing items citing this one, you can help us creating those links by adding the relevant references in the same way as above, for each refering item. If you are a registered author of this item, you may also want to check the "citations" tab in your RePEc Author Service profile, as there may be some citations waiting for confirmation.

    For technical questions regarding this item, or to correct its authors, title, abstract, bibliographic or download information, contact: the person in charge (email available below). General contact details of provider: https://edirc.repec.org/data/smyalus.html .

    Please note that corrections may take a couple of weeks to filter through the various RePEc services.

    IDEAS is a RePEc service. RePEc uses bibliographic data supplied by the respective publishers.