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Political Determinants of Corporate Governance: Political Context, Corporate Impact

Author

Listed:
  • Roe, Mark J.

    (Harvard Law School)

Abstract

Before a nation can produce, it must achieve social peace. That social peace has been reached in different nations by differing means, some of which have then been embedded in business firms, in corporate ownership patterns, and in corporate governance structures. The large publicly held, diffusely owned firm dominates business in the United States despite its infirmities, namely the frequently fragile relations between stockholders and managers. But in other economically advanced nations, ownership is not diffuse but concentrated. It is concentrated in no small measure because the delicate threads that tie managers to shareholders in the public firm fray easily in common political environments, such as those in the continental European social democracies. Social democracies press managers to stabilize employment, to forego some profit-maximizing risks with the firm, and to use up capital in place rather than to downsize when markets no longer are aligned with the firm's production capabilities. Since managers must have discretion in the public firm, how they use that discretion is crucial to stockholders, and social democratic pressures induce managers to stray farther than otherwise from their shareholders' profit-maximizing goals. Moreover, the means that align managers with diffuse stockholders in the United States-incentive compensation, hostile takeovers, and strong shareholder-wealth maximization norms-are weaker and sometimes denigrated in continental social democracies. Hence, public firms there have higher managerial agency costs, and large-block shareholding has persisted as shareholders' best remaining way to control those costs. Social democracies may enhance total social welfare, but if they do, they do so with fewer public firms than less socially responsive nations. The author therefore uncovers not only a political explanation for ownership concentration in Europe, but also a crucial political prerequisite to the rise of the public firm in the United States, namely the weakness of social democratic pressures on the American business firm.

Suggested Citation

  • Roe, Mark J., 2002. "Political Determinants of Corporate Governance: Political Context, Corporate Impact," OUP Catalogue, Oxford University Press, number 9780199240746.
  • Handle: RePEc:oxp:obooks:9780199240746
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    Cited by:

    1. Mark J. Roe & Jordan I. Siegel, 2009. "Finance and Politics: A Review Essay Based on Kenneth Dam's Analysis of Legal Traditions in The Law-Growth Nexus," Journal of Economic Literature, American Economic Association, vol. 47(3), pages 781-800, September.
    2. Oriana Bandiera & Luigi Guiso & Andrea Prat & Raffaella Sadun, 2015. "Matching Firms, Managers, and Incentives," Journal of Labor Economics, University of Chicago Press, vol. 33(3), pages 623-681.
    3. Mike Peng & Yi Jiang, 2006. "Family Ownership And Control In Large Firms: The Good, The Bad, The Irrelevant ??? And Why," William Davidson Institute Working Papers Series wp840, William Davidson Institute at the University of Michigan.
    4. Thibault Darcillon, 2012. "Do Interactions between Finance and Labor Market Institutions Affect Wage Distribution?," Université Paris1 Panthéon-Sorbonne (Post-Print and Working Papers) halshs-00768908, HAL.
    5. Ananchotikul, Sudarat & Eichengreen, Barry, 2009. "Corporate governance reform in emerging markets: How much, why, and with what effects?," Journal of the Japanese and International Economies, Elsevier, vol. 23(2), pages 149-176, June.
    6. Randall Morck & Lloyd Steier, 2005. "The Global History of Corporate Governance: An Introduction," NBER Chapters,in: A History of Corporate Governance around the World: Family Business Groups to Professional Managers, pages 1-64 National Bureau of Economic Research, Inc.
    7. Marianne Bertrand & Antoinette Schoar, 2006. "The Role of Family in Family Firms," Journal of Economic Perspectives, American Economic Association, vol. 20(2), pages 73-96, Spring.
    8. Peter Hogfeldt, 2004. "The History and Politics of Corporate Ownership in Sweden," NBER Working Papers 10641, National Bureau of Economic Research, Inc.
    9. Andreani, Ettore & Neuberger, Doris, 2004. "Relationship finance by banks and non-bank institutional investors: A review within the theory of the firm," Thuenen-Series of Applied Economic Theory 46, University of Rostock, Institute of Economics.
    10. Renneboog, L.D.R. & Trojanowski, G., 2002. "The Managerial Labor Market and the Governance Role of Shareholder Control Structures in the UK," Discussion Paper 2002-68, Tilburg University, Center for Economic Research.
    11. Matoussi, Hamadi & Jardak, Maha Khemakhem, 2012. "International Corporate Governance and Finance: Legal, Cultural and Political Explanations," The International Journal of Accounting, Elsevier, vol. 47(1), pages 1-43.
    12. Robert Boyer, 2005. "What future for codetermination and corporate governance in Germany?," Working Papers halshs-00590710, HAL.
    13. Thibault Darcillon, 2011. "Political Partisanship and Financial Reforms in Advanced Countries," Documents de travail du Centre d'Economie de la Sorbonne 11063, Université Panthéon-Sorbonne (Paris 1), Centre d'Economie de la Sorbonne.
    14. Groh, Alexander Peter & von Liechtenstein, Heinrich & Lieser, Karsten, 2010. "The European Venture Capital and Private Equity country attractiveness indices," Journal of Corporate Finance, Elsevier, vol. 16(2), pages 205-224, April.
    15. Langlois, Richard N., 2013. "Business groups and the natural state," Journal of Economic Behavior & Organization, Elsevier, vol. 88(C), pages 14-26.
    16. Denis Cormier & Pascale Lapointe-Antunes & Michel Magnan, 2015. "Does corporate governance enhance the appreciation of mandatory environmental disclosure by financial markets?," Journal of Management & Governance, Springer;Accademia Italiana di Economia Aziendale (AIDEA), vol. 19(4), pages 897-925, November.
    17. Holger M. Mueller & Thomas Philippon, 2011. "Family Firms and Labor Relations," American Economic Journal: Macroeconomics, American Economic Association, vol. 3(2), pages 218-245, April.
    18. Callaghan, Helen, 2007. "Insiders, outsiders and the politics of corporate governance: How ownership shapes party positions in Britain, Germany and France," MPIfG Discussion Paper 07/9, Max Planck Institute for the Study of Societies.
    19. repec:hal:journl:halshs-00768908 is not listed on IDEAS
    20. Huo, Jingjing, 2015. "How Nations Innovate: The Political Economy of Technological Innovation in Affluent Capitalist Economies," OUP Catalogue, Oxford University Press, number 9780198735847.
    21. Peter Hogfeldt, 2005. "The History and Politics of Corporate Ownership in Sweden," NBER Chapters,in: A History of Corporate Governance around the World: Family Business Groups to Professional Managers, pages 517-580 National Bureau of Economic Research, Inc.

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