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ECGI RESEARCH
28 November 2014  

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See the latest research from the ECGI published in the ECGI Finance Working Paper series
Tue, 14 Oct 2014 15:28 GMT  
ECGI Finance Working Paper 443/2014

by
Daniel Ferreira, London School of Economics, CEPR and ECGI, Miguel Ferreira, Nova School of Business and Economics and ECGI, Beatriz Mariano, London School of Economics

Submitted by
Daniel Ferreira
Keywords:
Corporate boards, Corporate governance, Covenant violations, Creditor intervention

We develop and test a theory of the relation between capital structure and the composition of the board of directors. Our model shows that board composition should become more management-unfriendly when a firm is close to financial distress. Empirical tests of this prediction indicate that the number of independent directors increases by roughly 30% following a loan covenant violation. The evidence suggests that board composition is an important channel through which creditors monitor borrowers.


to view details and download this Working Paper from the SSRN website

All ECGI Working Papers in the Law and Finance series are available on the ECGI website at www.ecgi.org/wp
See the latest research from the ECGI published in the ECGI Law Working Paper series
Fri, 07 Nov 2014 17:52 GMT  
ECGI Law Working Paper 272/2014

by
Amir Licht, Radzyner Law School and ECGI

Submitted by
Amir Licht
Keywords:
securities fraud, civil liability, class actions, bonding, corporate governance

This Chapter evaluates the state of affairs with regard to liability for transnational securities fraud in the post-Morrison era, to find that it is in a state of flux. Indeed, the U.S. Supreme Courtís decision in Morrison has relatively little to do with this situation beyond helping to expose the severe limitations from which civil liability for securities fraud already suffers. The U.S. liability regime as it is currently designed may be ineffectual in deterring securities fraud and in supporting good corporate governance through legal bonding. In contrast, public enforcement emerges as a potent institution in this regard in various countries around the world, although its effectiveness hinges on informal institutional prerequisites.


to view details and download this Working Paper from the SSRN website

All ECGI Working Papers in the Law and Finance series are available on the ECGI website at www.ecgi.org/wp