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Regulatory Competition and the Market for Corporate Law

Author

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  • Ofer Eldar
  • Lorenzo Magnolfi

Abstract

This article develops an empirical model of firms' choice of corporate laws under inertia. Delaware dominates the incorporation market, though recently Nevada, a state whose laws are highly protective of managers, has acquired a sizable market share. Using a database of firm incorporation decisions from 1995 to 2013, we show that most firms dislike protectionist laws, such as anti-takeover statutes and liability protections for officers, and that Nevada's rise is due to the preferences of small firms. Consistent with the bonding hypothesis, our estimates indicate that despite inertia, Delaware would lose significant market share and revenues if it adopted protectionist laws.

Suggested Citation

  • Ofer Eldar & Lorenzo Magnolfi, 2020. "Regulatory Competition and the Market for Corporate Law," American Economic Journal: Microeconomics, American Economic Association, vol. 12(2), pages 60-98, May.
    • Handle: RePEc:aea:aejmic:v:12:y:2020:i:2:p:60-98
    DOI: 10.1257/mic.20180056
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    Citations

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    Cited by:

    1. Francesco Trebbi & Miao Ben Zhang, 2022. "The Cost of Regulatory Compliance in the United States," NBER Working Papers 30691, National Bureau of Economic Research, Inc.
    2. Giulia Aliprandi & Thijs Busschots & Carlos Oliveira, 2023. "Mapping the global geography of shell companies," Post-Print hal-04563980, HAL.
    3. Guernsey, Scott & Sepe, Simone M. & Serfling, Matthew, 2022. "Blood in the water: The value of antitakeover provisions during market shocks," Journal of Financial Economics, Elsevier, vol. 143(3), pages 1070-1096.

    More about this item

    JEL classification:

    • G34 - Financial Economics - - Corporate Finance and Governance - - - Mergers; Acquisitions; Restructuring; Corporate Governance
    • G38 - Financial Economics - - Corporate Finance and Governance - - - Government Policy and Regulation
    • K21 - Law and Economics - - Regulation and Business Law - - - Antitrust Law
    • K22 - Law and Economics - - Regulation and Business Law - - - Business and Securities Law
    • L25 - Industrial Organization - - Firm Objectives, Organization, and Behavior - - - Firm Performance
    • L51 - Industrial Organization - - Regulation and Industrial Policy - - - Economics of Regulation

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