This paper studies the advisory role of a target company board in takeovers. I show that coordination failures among target shareholders, such as free-riding, limit the board’s ability to properly advise shareholders whether accepting a takeover o¤er is in their best interest based on its information. Even if there are no agency problems and the board’s objective is to maximize shareholders’val...

Surfactant molecules are used as interesting tools to study the structure, function and stability of proteins. Protonation states of amino acids may be changed in the presence of surfactants. In this work, using experimental observations and molecular dynamic simulation, the effects of sodium dodecyl sulfate on the acid dissociation constants of tryptophan was examined. The acid–base equilibriu...

The paper examines the motivation for termination fee use by proving evidence on the effects of including a target termination fee in a merger contract. I test the implications of the hypothesis that termination fees are used by self-interested target managers to deter competing bids and protect “sweetheart” deals with white knight bidders, presumably resulting in lower premiums for target shar...

We investigate Project Finance as a private response to ine¢ ciencies created by weak legal protection of outside investors. In the context of large investment projects, Project Finance o¤ers a contractual and organizational substitute for investor protection laws by making cash ‡ows veri…able, thereby enhancing debt capacity. Project Finance makes cash ‡ows veri…able through: (i) contractual a...

This study examines the financing choices of firms operating in a weak institutional environment. We argue that in relationship-based systems, global financing and strong political connections are alternative means to create firm value. Well-connected firms might be less inclined to access global capital markets because (state-owned) domestic banks provide capital at low cost. Moreover, the exp...

In this paper, we study the corporate transparency choices of firms operating in a weak institutional environment. We argue that in relationship-based systems, high levels of corporate transparency and strong political connections are alternative means to create firm value. Firms can try to commit to more transparency by issuing securities abroad. However, the expanded disclosures and additiona...

Article history: Received 17 May 2013 Received in revised form 27 May 2013 Accepted 30 May 2013 Available online 10 June 2013 This paper provides comprehensive, detailed documentation of major corporate governance reforms (CGRs) undertaken by 26 advanced and emerging economies. We investigate whether these reforms have altered investor protection (IP) and impacted corporate investments. Specifi...

Utilizing a large sample with unique data gathered directly from private placement contracts, we address two important questions that remain unresolved in the literature. First, what types of relationships connect private placement investors and issuers, and how do these relationships affect issuer performance, deal structure and corporate governance? Second, do relationships between issuers an...

The "law and finance theory" predicts that the common law system provides the best basis for financial development and economic growth, followed by Scandinavian and German origin civil law and finally French origin civil law. Referring to a number of sceptical views, this paper argues that the theory faces an identification problem, since the majority of common law countries have a market-based...

Recent theoretical literature has debated the desirability of permitting debtors to contract with lenders over control rights in bankruptcy. Proponents point to the monitoring benefits brought from concentrating control rights in the hands of a single lender. Detractors point to the costs imposed on other creditors by a senior claimant’s inadequate incentives to maximise net recoveries. The UK ...