Beneficial Ownership and Control: A Comparative Study - Disclosure, Information and Enforcement

Erik P. M. Vermeulen
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Erik P. M. Vermeulen: Tilburg University

No 7, OECD Corporate Governance Working Papers from OECD Publishing

Abstract: Investor confidence in financial markets depends in large part on the existence of an accurate disclosure regime that provides transparency in the beneficial ownership and control structures of publicly listed companies. This is particularly true for corporate governance systems that are characterised by concentrated ownership. On the one hand, large investors with significant voting and cash-flow rights may encourage long-term growth and firm performance. On the other hand, however, controlling beneficial owners with large voting blocks may have incentives to divert corporate assets and opportunities for personal gain at the expense of minority investors.The paper focuses particularly on the misuse of corporate vehicles, which arguably poses a major challenge to good corporate governance. Stakeholder rights (e.g. employees and creditors) cannot be properly exercised if ultimate decision- be identified. The accountability of the board may also be seriously endangered if stakeholders and the general public are unaware of decision-making and ultimate control structures. Finally, regulators and supervisory agencies have a strong interest in knowing beneficial owners – in order to determine the origin of investment flows, to prevent money laundering and tax evasion and to settle issues of corporate accountability.

Keywords: beneficial ownership; control-enhancing mechanisms; corporate governance; disclosure; inside blockholders; money laundering; outside blockholders; private enforcement; public enforcement; shareholders (search for similar items in EconPapers)
JEL-codes: G30 G32 K22 K42 (search for similar items in EconPapers)
Date: 2013-01-18
New Economics Papers: this item is included in nep-acc and nep-iue
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Citations: View citations in EconPapers (3)

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