This chapter examines 865 acquisitions by Dutch industrial firms over 1993-2004. Theoretical work based on principal-agent problems predicts that managers of exchange-listed corporations may pursue acquisitions even when these do not add value for the shareholders. Corporate governance structures serve to constrain managers in their acquisition activity. This chapter also measures the shareholder wealth effects of acquisitions and the factors that determine these wealth effects, including the governance characteristics corporations. Firms in the Netherlands are interesting from the perspective of corporate governance, because the managerial board has a relatively strong position, vis-à-vis, shareholder. Several takeover defenses commonly used in the Netherlands not only limit shareholder influence during takeover battles, but also in absence of such fights. On the other hand, ownership is relatively concentrated, which may provide shareholders with the incentives and power to monitor the management. The average abnormal stock return following acquisition announcements is 1.1%, which is a significantly positive effect. There is only a significant negative impact of the so-called structured regime, a situation where several shareholder rights are delegated to the supervisory board. This result suggests that governance improves acquisition decisions.
|Title of host publication||Corporate Governance and Regulatory Impact on Mergers and Acquisitions|
|Number of pages||31|
|Publication status||Published - 1 Dec 2007|