Institutional Complementarities within Corporate Governance Systems: A Comparative Study of Bankruptcy Rules
Recent research work has put forward theconcept of “national system of corporate governance” to describe the complex architecture of legal rules, economic mechanisms and mentalities which constrain managerial discretion in a different way according to the country considered. The role played by the legal system in this set of mechanisms is particularly important and, as part of the legal system, the bankruptcy law performs a specific function: designed as a governance device for financially distressed firms, it also acts as a monitoring mechanism for healthy ones. The aim of this paper is to investigate the mechanisms of corporate governance in the context of bankruptcy in a comparative perspective. Relying on a broad definition of corporate governance (i.e., one which takes into account the influence of all stakeholders on managerial discretion), we first examine the insolvency codes of five countries (France, Germany, Japan, the United Kingdom and the United States). The stance of the law (creditor-oriented vs. debtor-oriented) is discussed in relation to the legal tradition of each country. We then study the way bankruptcy law in each country articulates with the other governance mechanisms. For that purpose, a typology of those mechanisms is used, based on the type of device each kind of stakeholder is able to activate. Results of both theoretical and empirical studies on bankruptcy are used to understand which of the different devices are used in each country. The comparative approach underlines the impact of institutional differences on organizations through the incentives sent to their stakeholders. Copyright Kluwer Academic Publishers 2002
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.:
- Michael C. Jensen, 1989.
"Active Investors, LBOs, and the Privatization of Bankruptcy,"
Journal of Applied Corporate Finance,
Morgan Stanley, vol. 2(1), pages 35-44.
- Michael C. Jensen, 2010. "Active Investors, LBOs, and the Privatization of Bankruptcy," Journal of Applied Corporate Finance, Morgan Stanley, vol. 22(1), pages 77-85.
- Franks, Julian R & Torous, Walter N, 1989. " An Empirical Investigation of U.S. Firms in Reorganization," Journal of Finance, American Finance Association, vol. 44(3), pages 747-69, July.
- John J. McConnell & Henri Servaes, 1991. "The Economics Of Prepackaged Bankruptcy," Journal of Applied Corporate Finance, Morgan Stanley, vol. 4(2), pages 93-98.
- Sris Chatterjee & Upinder S. Dhillon & Gabriel G. Ramirez, 1996. "Resolution of Financial Distress : Debt Restructurings via Chapter 11, Prepackaged Bankruptcies, and Workouts," Financial Management, Financial Management Association, vol. 25(1), Spring.
- Randall Morck & Andrei Shleifer & Robert W. Vishny, 1988.
"Alternative Mechanisms for Corporate Control,"
NBER Working Papers
2532, National Bureau of Economic Research, Inc.
- Randall Morck & Andrel Shleifer & Robert W. Vishny, 1988. "Alternative Mechanisms for Corporate Control," University of Chicago - George G. Stigler Center for Study of Economy and State 52, Chicago - Center for Study of Economy and State.
- Gertner, Robert & Scharfstein, David, 1991.
" A Theory of Workouts and the Effects of Reorganization Law,"
Journal of Finance,
American Finance Association, vol. 46(4), pages 1189-1222, September.
- Robert Gertner & David Scharfstein, 1991. "A Theory of Workouts and the Effects of Reorganization Law," NBER Technical Working Papers 0103, National Bureau of Economic Research, Inc.
- Asquith, Paul & Gertner, Robert & Scharfstein, David, 1994.
"Anatomy of Financial Distress: An Examination of Junk-Bond Issuers,"
The Quarterly Journal of Economics,
MIT Press, vol. 109(3), pages 625-58, August.
- Paul Asquith & Robert Gertner & David Scharfstein, 1991. "Anatomy of Financial Distress: An Examination of Junk-Bond Issuers," NBER Working Papers 3942, National Bureau of Economic Research, Inc.
- Eisenberg, Theodore & Tagashira, Shoichi, 1994. "Should We Abolish Chapter 11? The Evidence from Japan," The Journal of Legal Studies, University of Chicago Press, vol. 23(1), pages 111-57, January.
- Moerland, Pieter W., 1995. "Alternative disciplinary mechanisms in different corporate systems," Journal of Economic Behavior & Organization, Elsevier, vol. 26(1), pages 17-34, January.
- Fisher, Timothy C G & Martel, Jocelyn, 1999.
"Should We Abolish Chapter 11? Evidence from Canada,"
The Journal of Legal Studies,
University of Chicago Press, vol. 28(1), pages 233-57, January.
- Timothy C. G. Fisher & Jocelyn Martel, 1996. "Should We Abolish Chapter 11 : Evidence from Canada," CIRANO Working Papers 96s-22, CIRANO.
When requesting a correction, please mention this item's handle: RePEc:kap:jmgtgv:v:6:y:2002:i:4:p:343-381. See general information about how to correct material in RePEc.
For technical questions regarding this item, or to correct its authors, title, abstract, bibliographic or download information, contact: (Sonal Shukla)or (Christopher F. Baum)
If references are entirely missing, you can add them using this form.