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This paper aims to examine how country-level corporate governance structures influence the level of protection of minority shareholders’ rights in the context of Africa.

Data are collected from the world competitiveness report for the period 2010-2015. To examine the validity of the study’s hypotheses empirically, the authors use ordinary least squares with correlated panel-corrected standards error (PCSE).

This paper offers additional empirical evidence on the level of protection of minority shareholders’ rights in Africa. It highlights that country-level corporate governance structures such as efficacy of corporate boards, strength of investor confidence, regulations of securities exchanges and the operation of the Big 4 accounting firms have significant positive impacts on the level of protection of minority shareholders’ rights.

This paper fails to include all African countries because of non-availability of a report for some African countries. Thus, the findings on the level of protection of minority shareholders’ rights in a country are applicable to the countries used in this study.

This paper emphasizes on the relevance of country-level corporate governance structures to ensuring a reasonable level of protection of minority shareholders’ rights.

This paper partially fills the gap regarding the absence of an empirical cross-country study on how country-level corporate governance structures influence the level of protection of minority shareholders’ rights.

The paper examines the relationship between board effectiveness and audit fees for state-owned enterprises (SOEs). Furthermore, given the unique nature of SOEs, the paper assesses country-level influences, such as economic freedom, political democracy and protection of minority shareholders, which can impact board effectiveness and audit fees.

A combination of two-stage and ordinary least squares regression is used to examine the board characteristics-audit fee relationship for SOEs in a multinational setting during the period from 2016 to 2018.

The results indicate that board characteristics that represent a high level of effectiveness are associated with higher audit fees in SOEs. Furthermore, the findings suggest SOE's operating in countries evidencing medium levels of democracy and economic freedom and medium to high levels of protection of minority shareholders may be motivated to reduce agency conflicts by promoting accountability and transparency, thereby demanding increasing levels of corporate governance, monitoring and audit quality, thereby increasing audit fees.

The results provide further support for the OECD (2015) guidelines promoting the use of high-quality external audits in SOEs.

As a result of the scarceness of research in this area, the current study extends the literature by examining the role of corporate governance and audit fees in SOEs, while examining the influence of economic freedom, political democracy and protection of minority shareholders.

The purpose of this paper is to examine the impact of legal protection of bank minority shareholders (noncontrolling shareholders) and bank creditors (e.g. depositors or debt-holders) on bank dividend payout policies using a panel data set of 5,918 banks from 52 countries over the period 1998-2007, after controlling for country-level deposit insurance coverage and bank- and country-level regulatory pressures.

Tobit panel regression models are used to examine the impact of legal protection of shareholders and creditors on bank dividend payout amounts. And, logit panel regression models are used to examine the impact of legal protection of shareholders and creditors on banks’ likelihood to pay dividends.

The authors support the outcome hypothesis by finding that banks pay higher amount of dividends and, are more likely to pay dividends in strong minority shareholder protection countries. However, the authors reject the substitute hypothesis by finding that banks pay higher dividends and are more likely to pay dividends in weak creditor rights countries, and banks do not substitute weak creditor rights with lower dividend payout amounts. Contrary, the authors support the literature which argues the importance of creditor rights for capital market development because one possible reason for low dividend payouts in strong creditor rights countries could be that the banks retain more profits for extending more loans.

By finding that creditor rights index has a negative relation with bank dividend policies in contrast to its positive relation with nonfinancial firms’ dividend policies, the authors support the literature which argues that managers of banks give less importance to factors such as current degree of financial leverage, the contractual constraints such as dividend restrictions in debt contracts, and the financing considerations such as the cost of raising external funds, while deciding about the dividend payments. The authors also suggest to keep financial and nonfinancial firms separate, to better understand the dividend puzzle.

Extant literature recognizes that legal institutions such as shareholder protection and creditor rights affect corporate firms’ dividend policies significantly but largely excludes banking sector. This paper, by examining the relations between legal protection of shareholders and creditors and bank dividend policies, fills this research gap.

SMEs are essential to economic growth in Malaysia and many emerging economies as they are a major source of employment and contribute towards the gross domestic product. It is therefore imperative that the corporate governance practices of SMEs are enhanced by assurance that appropriate monitoring occurs and procedures are in place. This study aims to address this issue.

The concentration of ownership in Malaysian companies results in less protection for minority shareholders. This is because the laws protecting minority shareholders mainly focus on director/shareholder conflicts and are not suited to companies with concentrated shareholdings, especially where the conflict is commonly seen between the majority and minority shareholders. Furthermore, owing to the levels of power distance, collectivism and assertiveness in Malaysia, shareholders are unlikely to litigate. The research was carried out through case analysis and analysis of extant literature and existing laws in Malaysia, to illustrate that the minority shareholders in the concentrated shareholding SMEs are not well protected.

The paper finds that current prohibitive models of law are not desirable as they have promoted compliance with the letter but not the spirit of the law.

The study focuses only on SMEs that have been incorporated.

The study enables minority shareholders to reduce fraud and self‐dealing by the majority through more direct participation in corporations, reliance on procedural protections to balance business flexibility and application of brightline rules which stand a better chance of compliance by those who understand them.

The self‐enforcing model is a non‐adjudicative mechanism of enforcement which requires substantial compliance with procedural requirements and aims for voluntary compliance. It proposes that minority shareholders and independent directors hold veto powers, thus reducing fraud and self‐dealing.

This paper aims to investigate the link between agency costs mitigation via three levels of rights protection (minority rights protection, enforcing contracts, resolving insolvency issues) provides the propitious climate for financing investment opportunities around the world.

We use Bartlett’s three-group method to stratify countries based on how well they protect investors as measured by the scores provided in the Doing Business dataset developed by the world bank for 189 countries. We then test a variety of independent hypotheses that the alleviation of agency costs via three levels of protection (minority investors’ rights, contract enforcement, resolving insolvency issues) is associated with better access to credit via the banking system, better valuation of listed firms via the stock market and higher investment and growth.

Our findings support Agency Theory which explains why the absence of legal protection of external investors leads to stock markets and financial institutions failing to fulfill their role of financing the economy.

The policy implication from this study indicates that countries ought to (1) develop legislation that protects investors’ rights, (2) improve the quality of their judicial system in terms of enforcing the legislation and (3) build the framework for resolving disputes during insolvency as these are important ingredients for a developed financial system.

We use the World bank dataset and a new methodology to quantify the significance of the relationship between minority rights protection, ineffective enforcement, lack of bankruptcy laws and access to firm financing via the banking sector and the stock market. It provides new evidence that the quality of the judicial system in a country matter for firms’ ability to raise financing and enhance value creation.

本文旨在探討一個假設，該假設為透過三級別權利保障（保障少數群體的權利、執行合同、解決破產問題）的代理成本緩減會為世界各地的金融性投資機會提供良好的氣侯。

我們以巴特利特（Bartlett）的三組法把國家分組，分組方法是基於該國家保障投資者的程度，而保障程度是以世界銀行為189個國家而制定的營商資料集內提供的評分來衡量的。我們把國家分組後，便就各樣的獨立假設進行測試。這些假設是：透過三級別保障（保障少數股權投資者的權利、合同的執行、解決破產問題）的代理成本緩減是連繫於透過銀行系統而產生的更佳信貸途徑，透過股市的更佳上市公司估值及更高的投資和增長。

研究結果証實了代理理論，該理論說明為何當外來投資者沒有得到法律保障時，結果會導致股票市場和金融機構不能履行其為經濟提供資金的角色。

本研究具有政策方面的意義，因研究顯示了國家應該：（1）設立保障投資者權利的法律；（2）在執行法律方面，改善其司法系統的素質；（3）建立解決破產時爭議的體系。這些是應該做的，因它們是一個已發展的金融體制的重要元素。

本文強調了一個保障投資者權利的法律環境所需的三個特定要素：對少數股權投資者權利的保障、有效的執行、有效的破產法律及透過銀行部門和股票市場而取得公司融資。這提供新的證據, 證實這三級別權利保障對公司籌集資金及提高價值創造的能力而言至為重要。

The paper aims to discuss the amended provisions relating to protection of minority shareholders (PMS) in the newly amended Chinese Company Law and evaluate whether it adequately protects the interests of minority shareholders.

In total, 26 cases will be examined by discussing the characteristics of the relevant parties involved, specifically plaintiffs, defendants, their lawyers, judges and also the grounds of complaint. A comparison will be made between the cases decided by following the first Company Law (1994) and the cases decided in accordance with the newly amended Company Law (2006).

The findings indicate that the amended Company Law has removed certain drawbacks in PMS present in the first Company Law (1994) but the New Company Law can protect interests of minority shareholders only to a certain extent. Further amendments are still needed.

This is one of the first studies to actually examine the implementation of PMS‐related provisions in the newly amended Company Law.

In this paper, we explore an extensive panel data set covering more than 4,000 listed firms in 16 European countries to study the effects of shareholder protection on ownership structure and firm performance. We document a negative firm-level correlation between shareholder protection and ownership concentration. Differentiating between shareholder types, we find that this pattern is mainly driven by strategic investors. In contrast, we find a positive correlation between shareholder protection and block ownership of institutional investors, in particular when we restrict the analysis to independent institutional investors. Finally, we find that independent institutional investors are positively associated with firm valuation as measured by Tobin’s Q. The opposite applies for strategic investors. Overall, our results are consistent with the view that (i) high shareholder protection and (ii) limited ownership by strategic investors make small investors and investors interested in security returns more confident in their investments.

This study aims to investigate the impact of board independence on the cash dividend payments of family firms listed on the Borsa Istanbul (BIST) in balancing controlling families’ power to mitigate agency problems between family and minority shareholders in the post-2012 period. The authors focus on this period because Turkish authorities implemented mandatory regulations on the employment of independent directors on boards from fiscal year 2012.

The research model uses a panel dataset of 153 BIST-listed family firms over the period 2012–2017, employs alternative dependent variables and regression techniques and is applied to various sub-groups to improve robustness.

The empirical results show a strong positive effect of board independence on dividend decisions. The authors further detect that family directorship exhibits a negative effect, whereas both board size and audit committees have positive influences but chief executive officer (CEO)/duality has had no significant impact on the dividend policies of Turkish family firms since the new compulsory legal requirements in the Turkish market.

The findings suggest that independent directorship and dividend policy are complementary governance mechanisms to reduce agency conflicts between families and minority shareholders in Turkey, which is a civil law-based emerging country characterized by high family ownership concentration.

The authors present evidence that Turkish family firms’ corporate boards have evolved, to some extent, from being managerial rubber stamps to more independent boards that raise opposing voices in family decision-making. However, independent directors’ preference for dividend-induced capital market monitoring implies that their direct monitoring is less effective than it is supposed to be. This suggests a need to revise the Turkish Corporate Governance Principles to enhance independent directors’ monitoring and supervisory power.

This is thought to be the first study to provide insights on how board independence influences dividend policy in controlling agency problems in Turkish family firms since Turkish authorities introduced compulsory rules on the employment of independent directors on boards.

The purpose of this paper is to describe the wealth expropriation from minority to majority shareholders due to the lack of legislation protecting the interests of minority shareholders in an acquisition deal, validating the claims made on studies made by Zingales and by La Porta et al.

Despite an overall takeover premium of nearly 250 percent, most minority shareholders actually suffered wealth losses ranging from US$ 7.1 to 31.14 millions. These losses are measured using different methodologies, such as accounting value; liquidation value; and economic value.

The Campos Chilenos case study presented here serves as a testing platform for the relationship between well‐developed legal systems and economic development in both a current and future sense. In a current sense, the case illustrates how inadequate minority shareholder protection led to minority shareholder wealth expropriation, discouraging minority investment from both domestic and foreign investors (and limiting economic development).

Future implications lay in the corporate governance regulation reforms passed in the aftermath of the Campos Chilenos case. If the Chilean government actively enforces new regulations, the level of economic development in Chile will exceed that of its peers in Latin America and other emerging economies, as claimed by La Porta et al.

This study will be useful for governance makers and regulators in emerging countries.

The purpose of this paper is to report on the study of the two acquisitions of Telecom Italia carried out by Olivetti and Pirelli in the last decade, to evaluate how changes in ownership structure and corporate governance affected minority protection.

The paper presents an analysis of how Olivetti's and Pirelli's takeovers were achieved. Then the authors contrast the two operations with regards to extraction of private benefits and expropriation of minorities' wealth.

Shows that, in the case of Telecom Italia, the implementation of pyramids is connected with the existence of large private benefits, and that the acquisitions resulted in the substantial expropriation of minority shareholders.

The analysis is referred to a very unique case. While a lot can be learnt from this approach, generalisations are not trivial.

The conclusion is that groups owning several listed companies deserve a special discipline, as many are the policy implications of their presence in financial markets.

Proposes an ad hoc methodology to consider companies from the top to the bottom of the pyramid chain, and to put in a common framework the non‐simultaneous operations linked by a common strategic goal, namely an acquisition. Further, a set of governance lessons is provided.