Pouvoir et propriété dans l'entreprise: Pour une histoire internationale des sociétés à responsabilité limitée

Translated title of the contribution: Business organisation in the long run: An international history of private limited companies

Timothy W. Guinnane, Ron Harris, Naomi R. Lamoreaux, Jean Laurent Rosenthal

Research output: Contribution to journalArticlepeer-review

Abstract

A long tradition in the economics, corporate law, and corporate finance literatures presumes the general superiority of the corporation as a form of business organization. A more recent tradition claims that countries with Anglo-American legal systems afford investors greater protection than countries with civil-law systems. This article challenges both claims. We focus on the introduction of the private limited-liability company (the PLLC) in France, Germany, the United Kingdom, and the United States in the late nineteenth and twentieth centuries. The PLLC combined the advantages of legal personhood and joint stock with flexible internal governance rules. It allowed business people to avoid the threat of untimely dissolution inherent in partnerships without taking on the full danger of minority oppression that came with the corporation. The PLLC was successfully introduced first in Germany, a code country, and last in the US, a common-law country whose courts had effectively killed earlier attempts to enact the form. Using data on the number of firms organized under various enterprise forms, we show that the PLLC became the form of choice for small- and medium-size enterprises wherever it was introduced, even in countries where incorporation was cheap and easy and the regulatory burden on corporations was light.

Translated title of the contributionBusiness organisation in the long run: An international history of private limited companies
Original languageFrench
Pages (from-to)73-108+II+III
JournalAnnales
Volume63
Issue number1
DOIs
StatePublished - 2008

Fingerprint

Dive into the research topics of 'Business organisation in the long run: An international history of private limited companies'. Together they form a unique fingerprint.

Cite this