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Institutional Support of the Firm: A Theory of Business Registries

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  • Benito Arruñada

Abstract

Registering originative business contracts allows entrepreneurs and creditors to choose, and courts to enforce market-friendly "contract" rules that protect innocent third parties when adjudicating disputes on subsequent contracts. This reduces information asymmetry for third parties, which enhances impersonal trade. It does so without seriously weakening property rights, because it is rightholders who choose or activate the legal rules and can, therefore, minimize the cost of any possible weakening. Registries are essential not only to make the chosen rules public but to ensure rightholders' commitment and avoid rule-gaming, because independent registries make rightholders' choices verifiable by courts. The theory is supported by comparative and historical analyses.

Suggested Citation

  • Benito Arruñada, 2010. "Institutional Support of the Firm: A Theory of Business Registries," Working Papers 508, Barcelona Graduate School of Economics.
  • Handle: RePEc:bge:wpaper:508
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    References listed on IDEAS

    as
    1. Simeon Djankov & Rafael La Porta & Florencio Lopez-de-Silanes & Andrei Shleifer, 2002. "The Regulation of Entry," The Quarterly Journal of Economics, Oxford University Press, vol. 117(1), pages 1-37.
    2. John Armour, 2006. "Legal capital: an outdated concept," Working Papers wp320, Centre for Business Research, University of Cambridge.
    3. Benito Arruñada, 2011. "Mandatory accounting disclosure by small private companies," European Journal of Law and Economics, Springer, vol. 32(3), pages 377-413, December.
    4. Klein, Benjamin & Crawford, Robert G & Alchian, Armen A, 1978. "Vertical Integration, Appropriable Rents, and the Competitive Contracting Process," Journal of Law and Economics, University of Chicago Press, vol. 21(2), pages 297-326, October.
    5. Henry Hansmann & Reinier Kraakman, 2000. "The Essential Role of Organizational Law," Yale School of Management Working Papers ysm147, Yale School of Management, revised 01 Nov 2001.
    6. R. Hirschowitz, 1989. "The Other Path: The Invisible Revolution in the Third World," South African Journal of Economics, Economic Society of South Africa, vol. 57(4), pages 266-272, December.
    7. repec:hrv:faseco:30747190 is not listed on IDEAS
    8. Williamson, Oliver E, 1996. "Revisiting Legal Realism: The Law, Economics, and Organization Perspective," Industrial and Corporate Change, Oxford University Press, vol. 5(2), pages 383-420.
    9. Masten, Scott E, 1988. "A Legal Basis for the Firm," Journal of Law, Economics, and Organization, Oxford University Press, vol. 4(1), pages 181-198, Spring.
    10. Hansmann, Henry & Kraakman, Reinier, 2002. "Property, Contract, and Verification: The Numerus Clausus Problem and the Divisibility of Rights," The Journal of Legal Studies, University of Chicago Press, vol. 31(2), pages 373-420, June.
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    Citations

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    Cited by:

    1. Arruñada, Benito, 2016. "How Rome enabled impersonal markets," Explorations in Economic History, Elsevier, vol. 61(C), pages 68-84.
    2. Benito Arruñada, 2015. "The institutions of Roman markets," Economics Working Papers 1471, Department of Economics and Business, Universitat Pompeu Fabra.
    3. Lőrinczi, Gyula, 2013. "A cégek eredete
      [The origin of the firm]
      ," Közgazdasági Szemle (Economic Review - monthly of the Hungarian Academy of Sciences), Közgazdasági Szemle Alapítvány (Economic Review Foundation), vol. 0(1), pages 25-46.

    More about this item

    Keywords

    Property rights; theory of the firm; business registries; formalization; starting a business; impersonal transactions;

    JEL classification:

    • O17 - Economic Development, Innovation, Technological Change, and Growth - - Economic Development - - - Formal and Informal Sectors; Shadow Economy; Institutional Arrangements
    • K22 - Law and Economics - - Regulation and Business Law - - - Business and Securities Law
    • K23 - Law and Economics - - Regulation and Business Law - - - Regulated Industries and Administrative Law
    • L59 - Industrial Organization - - Regulation and Industrial Policy - - - Other

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