The Market for Corporate Law

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The Market for Corporate Law

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Title: The Market for Corporate Law
Author: Bebchuk, Lucian Arye; Bar-Gill, Oren; Barzuza, Michal

Note: Order does not necessarily reflect citation order of authors.

Citation: Oren Bar-Gill, Michal Barzuza & Lucian A. Bebchuk, The Market for Corporate Law, 162 J. Inst. & Theoretical Econ. 134 (2006).
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Abstract: This paper develops a model of the competition among states in providing corporate law rules. The analysis provides a full characterization of the equilibrium in this market. Competition among states is shown to produce optimal rules with respect to issues that do not have a substantial effect on managers' private benefits but not with respect to issues (such as takeover regulation) that substantially affect these private benefits. We analyze why a dominant state such as Delaware can emerge, the prices that the dominant state will set and the profits it will make. The results of the model are consistent with, and can explain, existing empirical evidence. Finally, the analysis highlights the importance of the rules governing reincorporation and the potential benefits of giving shareholders the power to make reincorporation decisions.
Other Sources: http://papers.ssrn.com/sol3/papers.cfm?abstract_id=275452
http://www.nber.org/papers/w9156.pdf?new_window=1
http://www.jstor.org/stable/pdfplus/40752568.pdf
Citable link to this page: http://nrs.harvard.edu/urn-3:HUL.InstRepos:11350499
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