文档介绍:Corporate Governance, Monitoring and the
Ownership Structure of the Firm: an Overview
Paolo Pasquariello
New York University-Stern School of Business
Abstract
This paper provides an overview of the most recent attempts by the literature to explain the relationship between Corporate
Control considerations, monitoring costs and the ownership structure resulting from a public offering. The empirical evidence
currently available is analyzed. Two main theoretical paradigmas are identified and described. The “normative” approach tries to
specify the market mechanism by which a previously privately pany es public as the device to cope with
heterogeneity of investors, market-segmentation and the relationship between informed and uninformed trading, departing from
the more petitive Walrasian-type offering process. The “monitoring” approach, while maintaining the more
petitive structure for the capital markets, faces more explicitly the issue of corporate control, and the trade-off
between monitoring, liquidity and risk-sharing as the main determinant of a large investor’s decision about whether to “raid” a
company or not. The main results of the literature are explored and directions for future research are suggested.
1. Introduction
A wave of privatizations in Western and Eastern Europe in the last few years stimulated a new
and intense effort in Finance and Economics in the attempt to enhance the understanding of the
mechanisms and the dynamics by which entrepreneurs, venture capitalists, mature firms and
governmental institutions panies e public.
Does the seller maximize his/her revenues? Does the selected market mechanism and ownership
structure maximize the ex-ante value of the firm? Is the resulting amount of monitoring exercised
over management traditionally not fully aligned with the interests of the existing shareholders of
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the firm sufficient to reduce or eliminate the social and individual loss d