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Journal of Financial and Quantitative Analysis Vol. 46 No. 4 2011

Governance Problems in Closely Held Corporations

Venky Nagar1,2; Kathy Petroni3,4; Daniel Wolfenzon5,6

1 University of Michigan–Ann Arbor · 2 Ross School · 3 Eli and Edythe Broad Foundation · 4 Michigan State University · 5 National Bureau of Economic Research · 6 Columbia University

Abstract

A major governance problem in closely held corporations is the majority shareholders’ expropriation of minority shareholders. As a solution, legal and finance research recommends that the main shareholder surrender some control to minority shareholders via ownership rights. We test this proposition on a large data set of closely held corporations. We find that shared-ownership firms report a substantially larger return on assets and lower expense-to-sales ratios. These findings are robust to institutionally motivated corrections for endogeneity of ownership structure. We provide evidence on the presence of governance problems and the effectiveness of shared ownership as a solution in settings characterized by illiquidity of ownership.

DOI
10.1017/s0022109011000226
Volume
46
Issue
4
Pages
943-966
Language
en
Sources
bibtex:phds-export.bib openalex crossref

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