Print Archive

This article was originally drafted in 2018. While the arguments remain equally relevant today, the data and analysis date to that time. I would like to thank Pat Akey, Benjamin Alarie, Anita Anand, Oren Bar-Gill, William Birdthistle, Bernie Black, Vincent Buccola, Ignacio Cofone, Mary Condon, Peter Cziraki, Jared Ellias, Jeff Gordon, Andrew Green, Will Goetzmann, Jill Fisch, Gillian Hadfield, Jim Hines, Richard Hynes, Joshua Mitts, Ed Morrison, Roger Myerson, Anthony Niblett, Shu-Yi Oei, Omer Pelled, Roberta Romano, Sarath Sanga, Holger Spamann, Michael Trebilcock, Andrew Verstein, Albert Yoon, an anonymous referee, and the editors of the University of Chicago Business Law Review, as well as seminar participants at the Canadian Economics Association annual meeting, the Conference on Empirical Legal Studies, DiTella University, Northwestern University Pritzker School of Law, the Purdy Crawford Emerging Business Law Scholars Workshop, the STILE Law & Economics Workshop, the University of Chicago Law School, the University of Pennsylvania Carey Law School, the University of Southern California Gould School of Law, and the University of Toronto Faculty of Law. Financial support from the Tory Fund and the Connaught New Researcher Award are gratefully acknowledged. Alvin Yau provided exceptional research assistance. All remaining errors and shortcomings are my own.

The author’s professional affiliation is provided for identification purposes only. The views and opinions expressed in this article are those of the author and do not necessarily reflect the official policy or position of any agency of the U.S. government. The author is grateful to Jeremy Kress, Patricia McCoy, Arthur E. Wilmarth, Jr., Heidi Mandanis Schooner, Saule Omarova, Thomas Hoenig, and Anat Admati for their insightful comments and feedback. Most importantly, great thanks to the talented staff of the University of Chicago Business Law Review for their hard work and substantial improvements to this Article.

I would like to thank Anna Heim and Xinran Hu for their excellent research assistance.

Many thanks to the editors and staff of the University of Chicago Business Law Review and to Professor Joan E. Neal for their valuable feedback.

For useful comments and suggestions we are grateful to Elizabeth Pollman and participants at the University of Chicago Business Law review, inaugural symposium.

For disclosure of other affiliations and activities, see http://www.law.harvard.edu/faculty/bebchuk/bio.shtml. I benefitted from discussions with and comments from Scott Hirst, Kobi Kastiel, and participants in the University of Chicago Symposium on the Economic Structure of Corporate Law.

I thank participants at the University of Chicago Business Law Review Symposium, the Tulane Corporate and Securities Roundtable and the BYU Winter Deals Conference as well as Rick Alexander, Cathy Hwang, Sanford Lewis, Peter Molk, Alessio Pacces and Harwell Wells for their many helpful comments and suggestions.

The opinions expressed in this Article are the sole responsibility of the author and should not be taken to represent an official position of the institution in which she serves.

We are grateful to Lucian Bebchuk, Ronald Gilson, Bernard Sharfman, Robert Sitkoff, Holger Spamann, David H. Webber, and participants at the University of Chicago Business Law Review Symposium for helpful discussions and feedback. We thank Jack Li for excellent research assistance. Oliver Hart gratefully acknowledges financial support from the Harvard-Radcliffe Institute. Luigi Zingales gratefully acknowledges financial support from Stigler Center at the University of Chicago.

We are grateful to Lucian Bebchuk, Ronald Gilson, Bernard Sharfman, Robert Sitkoff, Holger Spamann, David H. Webber, and participants at the University of Chicago Business Law Review Symposium for helpful discussions and feedback. We thank Jack Li for excellent research assistance. Oliver Hart gratefully acknowledges financial support from the Harvard-Radcliffe Institute. Luigi Zingales gratefully acknowledges financial support from Stigler Center at the University of Chicago.

We thank Chris Conlon, Angel Lopez, Alessio Piccolo, and participants at the NYU Law and Economics Workshop and the NBIM Common Ownership Mini-Conference for helpful comments.

We thank Chris Conlon, Angel Lopez, Alessio Piccolo, and participants at the NYU Law and Economics Workshop and the NBIM Common Ownership Mini-Conference for helpful comments.