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Protection of minority interest and the development of security markets

Author

Listed:
  • Franco Modigliani

    (MIT Sloan School of Management, Cambridge, MA 02139, USA)

  • Enrico Perotti

    (University of Amsterdam and CEPR, Roeterstraat 11, 1018 WB Amsterdam, Netherlands)

Abstract

While excessive regulation is an obstacle to the development of financial markets, we argue that lack of basic rules or poorly enforced regulation may explain the relative importance across countries of banking and security markets in financing firms. A selective or arbitrary enforcement transforms legal rules into an exclusionary good; arm's length market exchanges become unreliable. As a result, transactions tend to become intermediated through institutions or concentrated among agents bound by some form of private enforcement. Provision of funding shifts from risk capital to debt, and from markets to institutions with long term relations. Securities, as standardized arm's length contractual relationships, are most vulnerable to poor enforcement. We show that when small investors' rights are poorly protected, the ability of firms to raise equity capital is impaired, and as a result, profitable new ventures will be forsaken. This suggests a conflict of interest over regulatory standards between the controlling shareholders in listed firms and new entrepreneurs. More generally, fewer firms will be financed with outside equity, resulting in a low capitalization relative to GNP and a predominance of internal (unlisted) equity and bank lending over traded securities. We present some supporting evidence on the correlation between investor protection and development of security markets. We rely on a price measure, the premium on voting stock, which is related to the control premium. In countries where this premium is large, corporate financing is dominated by bank lending and equity markets are much smaller. Although the sample size is limited, the correlation is quite strong. © 1997 John Wiley & Sons, Ltd.

Suggested Citation

  • Franco Modigliani & Enrico Perotti, 1997. "Protection of minority interest and the development of security markets," Managerial and Decision Economics, John Wiley & Sons, Ltd., vol. 18(7-8), pages 519-528.
  • Handle: RePEc:wly:mgtdec:v:18:y:1997:i:7-8:p:519-528
    DOI: 10.1002/(SICI)1099-1468(199711/12)18:7/8<519::AID-MDE857>3.0.CO;2-M
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    Citations

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    Cited by:

    1. La Porta, Rafael & Florencio Lopez-de-Silanes & Andrei Shleifer & Robert W. Vishny, 1997. " Legal Determinants of External Finance," Journal of Finance, American Finance Association, vol. 52(3), pages 1131-1150, July.
    2. Muravyev, Alexander, 2009. "Investor Protection and the Value of Shares: Evidence from Statutory Rules Governing Variations of Shareholders' Class Rights in Russia," IZA Discussion Papers 4669, Institute for the Study of Labor (IZA).
    3. Stefano Demichelis & Klaus Ritzberger, 2007. "Corporate Control and the Stock Market," Carlo Alberto Notebooks 60, Collegio Carlo Alberto.
    4. Burcin Yurtoglu, 2003. "Corporate Governance and Implications for Minority Shareholders in Turkey," Working Papers 2003/7, Turkish Economic Association.
    5. Estrin, Saul & Wright, Mike, 1999. "Corporate Governance in the Former Soviet Union: An Overview," Journal of Comparative Economics, Elsevier, vol. 27(3), pages 398-421, September.
    6. Tulbure, Narcis & Catarama, Delia, 2009. "Institutional and Socio-Cultural Factors Explaining the Development of Mutual Funds. A Cross-Country Analysis," MPRA Paper 20341, University Library of Munich, Germany.
    7. Davide Lombardo & Marco Pagano, 1999. "Legal Determinants of the Return on Equity," CSEF Working Papers 24, Centre for Studies in Economics and Finance (CSEF), University of Naples, Italy, revised 01 Dec 2000.
    8. Iraj Hashi, 1997. "Mass Privatisation and Corporate Governance in the Czech Republic," Working Papers 003, Staffordshire University, Business School.
    9. Huizinga, Harry & Zhu, Dantao, 2006. "Financial Structure and Macroeconomic Volatility: Theory and Evidence," CEPR Discussion Papers 5697, C.E.P.R. Discussion Papers.
    10. repec:eee:corfin:v:44:y:2017:i:c:p:255-274 is not listed on IDEAS
    11. Davide Lombardo & Marco Pagano, 1999. "Law and Equity Markets: a Simple Model," CSEF Working Papers 25, Centre for Studies in Economics and Finance (CSEF), University of Naples, Italy.
    12. Dennis Mueller, 2006. "Corporate Governance and Economic Performance," International Review of Applied Economics, Taylor & Francis Journals, vol. 20(5), pages 623-643.
    13. Paolo, Santella & Carlo, Drago & Giulia, Paone, 2007. "Who cares about Director Independence?," MPRA Paper 2288, University Library of Munich, Germany.
    14. Choy, HiuLam & Gul, Ferdinand A. & Yao, Jun, 2011. "Does political economy reduce agency costs? Some evidence from dividend policies around the world," Journal of Empirical Finance, Elsevier, vol. 18(1), pages 16-35, January.
    15. Doidge, Craig, 2004. "U.S. cross-listings and the private benefits of control: evidence from dual-class firms," Journal of Financial Economics, Elsevier, vol. 72(3), pages 519-553, June.
    16. Nenova, Tatiana, 2006. "Takeover laws and financial development," Policy Research Working Paper Series 4029, The World Bank.
    17. Pereiro, Luis E., 2006. "The practice of investment valuation in emerging markets: Evidence from Argentina," Journal of Multinational Financial Management, Elsevier, vol. 16(2), pages 160-183, April.
    18. Victor Dorofeenko & Larry Lang & Klaus Ritzberger & Jamsheed Shorish, 2008. "Who controls Allianz?," Annals of Finance, Springer, vol. 4(1), pages 75-103, January.
    19. Mueller, Dennis C. & Peev, Evgeni, 2007. "Corporate governance and investment in Central and Eastern Europe," Journal of Comparative Economics, Elsevier, vol. 35(2), pages 414-437, June.
    20. Mueller, Dennis C., 2011. "Entrepreneurship and Growth," Ratio Working Papers 170, The Ratio Institute.
    21. Igor Filatotchev & Rostislav Kapelyushnikov & Natalya Dyomina & Sergey Aukutsionek, 2001. "The effects of ownership concentration on investment and performance in privatized firms in Russia," Managerial and Decision Economics, John Wiley & Sons, Ltd., vol. 22(6), pages 299-313.
    22. Thomas Ahrens & Igor Filatotchev & Steen Thomsen, 2011. "The research frontier in corporate governance," Journal of Management & Governance, Springer;Accademia Italiana di Economia Aziendale (AIDEA), vol. 15(3), pages 311-325, August.

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