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Essays on corporate ownership and goverance.

紀錄類型:	書目-電子資源 : Monograph/item
正題名/作者:	Essays on corporate ownership and goverance./
作者:	Islas Rojas, Gonzalo Andres.
出版者:	Ann Arbor : ProQuest Dissertations & Theses, : 2007,
面頁冊數:	209 p.
附註:	Source: Dissertations Abstracts International, Volume: 70-02, Section: A.
Contained By:	Dissertations Abstracts International70-02A.
標題:	Voting rights. -
電子資源:	https://pqdd.sinica.edu.tw/twdaoapp/servlet/advanced?query=3304729
ISBN:	9780549506478

Essays on corporate ownership and goverance.
Islas Rojas, Gonzalo Andres.

Essays on corporate ownership and goverance. - Ann Arbor : ProQuest Dissertations & Theses, 2007 - 209 p.

Source: Dissertations Abstracts International, Volume: 70-02, Section: A.

Thesis (Ph.D.)--University of California, Los Angeles, 2007.

One of the most fascinating aspects of corporate governance is how different are the corporate ownership structures and the institutional framework that regulates its practice across different countries. The study of corporate governance from a historical perspective is a relatively new research area that can help understand what the causes and consequences of these differences are. This dissertation contributes to the literature by analyzing the evolution of Corporate Governance and ownership in Chile from 1854 to 2005, studying the corporate charters of Chilean corporations during the nineteenth century and presenting a theoretical model that analyzes the role of venture capital in the going public decision. In the first chapter, I present a historical analysis of the evolution of ownership and governance in Chile from the mid-nineteenth century to the present day. While there is a large body of research concerning corporate governance and ownership in Chile, none of the existing studies takes a long view approach. In this chapter I study the evolution of financial markets, corporate law and regulation, and corporate ownership over time. The main thesis of this chapter is that the corporate history of Chile can be divided into three clearly distinctive periods. The first one, that goes from the mid nineteenth century to the first two decades of the twentieth century is characterized by a laissez faire approach on economic policy, with reduced government intervention and regulation. Corporate law that was nearly silent with respect to minority investors rights. In this environment, despite the lack of law provided investor protection, entrepreneurs used corporations to raise funds to finance diverse activities, including the developing of the mining, manufacturing and utilities sectors. However, the rise of interest groups supportive of protection and the decline of Chilean influence on mining activities led to a reversal period (1920-1973), in which markets lost their primary role as resource allocations agents, to be replaced with State agencies. During this period, both stock market value and transactions decreased, and business groups emerged as the dominant organizational form in the Chilean corporate sector. The third period (post 1973) is characterized by pro-market economic reforms and increasing stock market activity. However, despite the development of the financial systems and legal reforms that have increased minority investors rights, corporate ownership concentration has increased. In Chapter Two, I study the origins of the corporate sector in Chile in order to address the question: Are laws that protect minority investors a necessary condition for the development of stock markets? The chapter presents a theoretical model of the optimal corporate charter in the absence of investor protection provided by law and an empirical analysis of the contractual provisions included in charters of Chilean corporations during the nineteenth century. I find that, even though the corporate law at the time was silent with respect to governance rules and investor protection, a significant number of corporations were created, the organizers of these companies were able to attract the participation of minority investors and the shares of these corporations were traded in the emerging Chilean stock markets. The empirical analysis of the corporate charters reveals that these contracts frequently included provisions favorable to outside investors and the use of these provisions is consistent with the predictions of the agency model. The results show that in absence of investor protection provided by law, contractual protection can function as a substitute. Chapter Three examines a contemporary issue: the decision of going public by a private firm. When a firm goes public, the joint ownership of the firm is dismantled asynchronously. Venture capitalists are able to sell all of their shares soon after an Initial Public Offer (IPO), while the entrepreneur usually stays in the firm for a longer period. Chapter Three captures this empirical fact by introducing a model of the IPO decision that explicitly considers the interaction of different block-holders of the firm at the time of an IPO. I focus on the case of a venture capitalist and a single entrepreneur, and find that the privately optimal size of the IPO depends on the pre-IPO ownership structure. I characterize the nature of this dependence and perform an empirical analysis for the US IPO market for the period 1994-2005. The data confirm that the unsynchronized dismantlement of a joint venture affects the size of an IPO in a way consistent with the theoretical model. The empirical results suggest that the decision of what fraction of the firm to sell is distorted in the direction generally favored by the venture capitalist. (Abstract shortened by UMI.).

ISBN: 9780549506478Subjects--Topical Terms:

3682887
Voting rights.
Subjects--Index Terms:

Charters

Essays on corporate ownership and goverance.
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300 $a 209 p.
500 $a Source: Dissertations Abstracts International, Volume: 70-02, Section: A.
500 $a Publisher info.: Dissertation/Thesis.
500 $a Advisor: Rosenthal, Jean-Laurent.
502 $a Thesis (Ph.D.)--University of California, Los Angeles, 2007.
520 $a One of the most fascinating aspects of corporate governance is how different are the corporate ownership structures and the institutional framework that regulates its practice across different countries. The study of corporate governance from a historical perspective is a relatively new research area that can help understand what the causes and consequences of these differences are. This dissertation contributes to the literature by analyzing the evolution of Corporate Governance and ownership in Chile from 1854 to 2005, studying the corporate charters of Chilean corporations during the nineteenth century and presenting a theoretical model that analyzes the role of venture capital in the going public decision. In the first chapter, I present a historical analysis of the evolution of ownership and governance in Chile from the mid-nineteenth century to the present day. While there is a large body of research concerning corporate governance and ownership in Chile, none of the existing studies takes a long view approach. In this chapter I study the evolution of financial markets, corporate law and regulation, and corporate ownership over time. The main thesis of this chapter is that the corporate history of Chile can be divided into three clearly distinctive periods. The first one, that goes from the mid nineteenth century to the first two decades of the twentieth century is characterized by a laissez faire approach on economic policy, with reduced government intervention and regulation. Corporate law that was nearly silent with respect to minority investors rights. In this environment, despite the lack of law provided investor protection, entrepreneurs used corporations to raise funds to finance diverse activities, including the developing of the mining, manufacturing and utilities sectors. However, the rise of interest groups supportive of protection and the decline of Chilean influence on mining activities led to a reversal period (1920-1973), in which markets lost their primary role as resource allocations agents, to be replaced with State agencies. During this period, both stock market value and transactions decreased, and business groups emerged as the dominant organizational form in the Chilean corporate sector. The third period (post 1973) is characterized by pro-market economic reforms and increasing stock market activity. However, despite the development of the financial systems and legal reforms that have increased minority investors rights, corporate ownership concentration has increased. In Chapter Two, I study the origins of the corporate sector in Chile in order to address the question: Are laws that protect minority investors a necessary condition for the development of stock markets? The chapter presents a theoretical model of the optimal corporate charter in the absence of investor protection provided by law and an empirical analysis of the contractual provisions included in charters of Chilean corporations during the nineteenth century. I find that, even though the corporate law at the time was silent with respect to governance rules and investor protection, a significant number of corporations were created, the organizers of these companies were able to attract the participation of minority investors and the shares of these corporations were traded in the emerging Chilean stock markets. The empirical analysis of the corporate charters reveals that these contracts frequently included provisions favorable to outside investors and the use of these provisions is consistent with the predictions of the agency model. The results show that in absence of investor protection provided by law, contractual protection can function as a substitute. Chapter Three examines a contemporary issue: the decision of going public by a private firm. When a firm goes public, the joint ownership of the firm is dismantled asynchronously. Venture capitalists are able to sell all of their shares soon after an Initial Public Offer (IPO), while the entrepreneur usually stays in the firm for a longer period. Chapter Three captures this empirical fact by introducing a model of the IPO decision that explicitly considers the interaction of different block-holders of the firm at the time of an IPO. I focus on the case of a venture capitalist and a single entrepreneur, and find that the privately optimal size of the IPO depends on the pre-IPO ownership structure. I characterize the nature of this dependence and perform an empirical analysis for the US IPO market for the period 1994-2005. The data confirm that the unsynchronized dismantlement of a joint venture affects the size of an IPO in a way consistent with the theoretical model. The empirical results suggest that the decision of what fraction of the firm to sell is distorted in the direction generally favored by the venture capitalist. (Abstract shortened by UMI.).
590 $a School code: 0031.
650 4 $a Voting rights. $3 3682887
650 4 $a Nationalization. $3 3564156
653 $a Charters
653 $a Chile
653 $a Corporate governance
653 $a IPO
653 $a Initial public offering
653 $a Ownership
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773 0 $t Dissertations Abstracts International $g 70-02A.
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793 $a English
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