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Financial tunnelling and the revenge of the insider system: how to circumvent the new European corporate governance legislation

Author

Listed:
  • Kirchmaier, Thomas
  • Grant, Jeremy
Abstract
In this paper, we document how European companies can use financial tunnelling to the disadvantage of minority shareholders, despite improved legislation directed at eliminating such activities. In four case studies, two German and two Italian, we document how newly established corporate governance standards were successfully circumvented by dominant shareholders, major financial institutions, politicians, and in the worst case the regulator. These cases demonstrate that for effective Corporate Governance to work, one not only has to change the law, but even more importantly, one has to ensure the widespread acceptance of new rules. The litmus test of corporate governance reforms in any country is whether the rules are applied objectively in situations where powerful elites perceive they are disadvantaged under the new regulations.

Suggested Citation

  • Kirchmaier, Thomas & Grant, Jeremy, 2005. "Financial tunnelling and the revenge of the insider system: how to circumvent the new European corporate governance legislation," LSE Research Online Documents on Economics 13324, London School of Economics and Political Science, LSE Library.
    • Handle: RePEc:ehl:lserod:13324
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    File URL: http://eprints.lse.ac.uk/13324/
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    References listed on IDEAS

    as
    1. La Porta, Rafael & Lopez-de-Silanes, Florencio & Shleifer, Andrei & Vishny, Robert, 2000. "Investor protection and corporate governance," Journal of Financial Economics, Elsevier, vol. 58(1-2), pages 3-27.
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    3. Jensen, Michael C. & Meckling, William H., 1976. "Theory of the firm: Managerial behavior, agency costs and ownership structure," Journal of Financial Economics, Elsevier, vol. 3(4), pages 305-360, October.
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    5. repec:bla:jfinan:v:59:y:2004:i:2:p:537-600 is not listed on IDEAS
    6. Kee‐Hong Bae & Jun‐Koo Kang & Jin‐Mo Kim, 2002. "Tunneling or Value Added? Evidence from Mergers by Korean Business Groups," Journal of Finance, American Finance Association, vol. 57(6), pages 2695-2740, December.
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    Full references (including those not matched with items on IDEAS)

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    More about this item

    Keywords

    financial tunnelling; minority shareholders; mandatory bid threshold; corporate governance; Europe;
    All these keywords.

    JEL classification:

    • G34 - Financial Economics - - Corporate Finance and Governance - - - Mergers; Acquisitions; Restructuring; Corporate Governance
    • G32 - Financial Economics - - Corporate Finance and Governance - - - Financing Policy; Financial Risk and Risk Management; Capital and Ownership Structure; Value of Firms; Goodwill

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