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The Law and Finance of Related Party Transactions

The quality of corporate governance, ie the effectiveness of institutions that contain agency costs, is a key component of asset allocation. In countries characterized by concentrated ownership, minority shareholder expropriation,...

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Tobias H. Tröger

Optimally Restrained Tunneling: The Puzzle of Controlling Shareholders’ ‘Generous’ Exploitation in Bad-Law Jurisdictions

In a chapter of the book ‘The Law and Finance of Related Party Transactions’ (L Enriques and T Tröger eds, CUP 2019), I explain why some controlling shareholders...

17 September 2019

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Powering Preemptive Rights with Presubscription Disclosure

Most corporations around the world have a controller: control is concentrated in the hands of either a single shareholder or a small group of shareholders acting in concert. Almost every...

3 September 2019

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Enforcing Rules on Related Party Transactions in Italy: One Securities Regulator’s Challenge

In our paper ‘Enforcing Rules on Related Party Transactions in Italy: One Securities Regulator's Challenge’, we investigate the Italian experience in the enforcement of related party transaction (RPT)...

22 October 2018

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Marcello Bianchi

Related Party Transactions in East Asia

Related party transactions (RPTs) exist in most countries, developed as well as developing. RPTs may take place on an ad hoc basis, or routinely in a corporate group structure. Routine...

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Germany's Reluctance to Regulate Related Party Transactions

In a recent European Corporate Governance Institute (ECGI) Working Paper I take an industrial organization perspective to explain the regulation of related party transactions in German corporate law...

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Tobias H. Tröger

The Fat Controller - Slimming Down the Excesses of Controlling Shareholders in UK Listed Companies

It has become fashionable to extoll the benefits of an incumbent controlling shareholder in companies. Indeed, many of the failures of the stewardship movement, that encourages shareholders in UK listed...

24 November 2017

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Rethinking Self-Dealing and the Fairness Standard: A Law and Economics Framework for Internal Transactions in Corporate Groups

In a company with a controlling shareholder, wealth transfers from the corporation to the controlling shareholder (ie, tunneling) is the main agency problem. In corporate groups—which are important economic players...

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