When companies raise equity finance they have to make two choices: the issuing method (cash versus rights) and, when they choose the rights issue method, whether rights should be traded or not. We study these choices using a sample of 15,751 rights issues and 22,016 cash offers announced during...

This article reviews the use in the flotation of Standard Life plc of the prospectus passport for cross-border offers of securities within the EU that was introduced by the Prospectus Directive (2003). The Standard Life flotation was a major test for the new law on prospectuses and, overall, it...

We revisit debates on the regulation of IPOs by analyzing failure rates of IPOs carried out between 1900 and 1913 on the London and Berlin stock exchanges, two of the leading financial markets during the early 20th century. IPOs were regulated more heavily in Germany than in Britain and, as...

Using data on anti-takeover provisions (ATPs) and top management characteristics hand-collected from IPO prospectuses, we analyze the effect of the pre-IPO innovativeness and the top management quality of private firms on the number and strength of ATPs in IPO firm charters. We test the...

This study of initial public offerings (IPOs) carried out on the Berlin and London stock exchanges between 1900 and 1913 casts doubt on the received "law and finance" wisdom that legally mandated investor protection is pivotal to the development of capital markets. IPOs that resulted in official...

The dominance of the classic IPO model as a capital raising device has come under threat in the last two decades. Companies are increasingly reluctant to go public—and those that do so increasingly gravitate towards methods that reformulate or entirely depart from traditional IPO structures....

We use the history of private limited liability companies (PLLCs) to challenge two pervasive assumptions in the literature: (1) Anglo-American legal institutions were better for economic development than continental Europe's civil-law institutions; and (2) the corporation was the superior form...

We use the history of private limited liability companies (PLLCs) to challenge two pervasive assumptions in the literature: (1) Anglo-American legal institutions were better for economic development than continental Europe’s civil-law institutions; and (2) the corporation was the superior form...

The purpose of this article is twofold. First, it aims to provide a concise, but comprehensive overview of the Prospectus Regulation’s main provisions, highlighting the changes introduced to the previously applicable regime. Second, it carefully analyses the way in which the EU legislator...