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Journal of Financial and Quantitative Analysis Vol. 48 No. 2 2013

State Antitakeover Laws and Voluntary Disclosure

Yijiang Zhao1; Arthur C. Allen2; Iftekhar Hasan3

1 American University · 2 University of Nebraska–Lincoln · 3 Fordham University

Abstract

We test the relationship between takeover protection and voluntary disclosure in a setting of antitakeover laws in a firm’s state of incorporation. After correcting for the endogeneity of firms’ incorporation choices, we find that firms incorporated in states with more antitakeover laws have higher levels of voluntary disclosure and stock market liquidity. Further tests do not support shareholder demands being the driving force for this association. Our findings are consistent with takeover protection and poor disclosure serving as substitute mechanisms for deterring takeovers. Therefore, as antitakeover statutes mitigate takeover threats, they enhance managers’ incentives to disclose more in order to realize capital market benefits.

DOI
10.1017/s0022109013000124
Volume
48
Issue
2
Pages
637-668
Language
en
Sources
bibtex:phds-export.bib crossref openalex

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