This paper examines the impact of most-favored-nation (MFN) clauses on retail prices, taking advantage of two natural experiments that changed vertical contracting between hotels and major digital platforms. First, a broad EU intervention narrowed the breadth of obligations under price-parity clauses between hotels and major online travel agencies (OTAs). Second, France and Germany went further and eliminated all price-parity agreements for top OTAs. Using transaction data from hotel chains, we find that direct sales by hotels to customers became relatively cheaper than OTA sales for midlevel and luxury hotels. Comparisons with hotel pricing outside the European Union confirm the relative reduction in prices for midlevel and luxury hotels and an opposite pattern for budget hotels. Overall, regulating MFN clauses resulted in significantly cheaper direct-channel sales in two of three hotel types. Primary effects come from the narrow price-parity intervention and not from complete elimination of MFN clauses.
{"title":"Price-Parity Clauses for Hotel Room Booking: Empirical Evidence from Regulatory Change","authors":"Sean F. Ennis, M. Ivaldi, V. Lagos","doi":"10.1086/723456","DOIUrl":"https://doi.org/10.1086/723456","url":null,"abstract":"This paper examines the impact of most-favored-nation (MFN) clauses on retail prices, taking advantage of two natural experiments that changed vertical contracting between hotels and major digital platforms. First, a broad EU intervention narrowed the breadth of obligations under price-parity clauses between hotels and major online travel agencies (OTAs). Second, France and Germany went further and eliminated all price-parity agreements for top OTAs. Using transaction data from hotel chains, we find that direct sales by hotels to customers became relatively cheaper than OTA sales for midlevel and luxury hotels. Comparisons with hotel pricing outside the European Union confirm the relative reduction in prices for midlevel and luxury hotels and an opposite pattern for budget hotels. Overall, regulating MFN clauses resulted in significantly cheaper direct-channel sales in two of three hotel types. Primary effects come from the narrow price-parity intervention and not from complete elimination of MFN clauses.","PeriodicalId":22657,"journal":{"name":"The Journal of Law and Economics","volume":"2 1","pages":"309 - 331"},"PeriodicalIF":0.0,"publicationDate":"2020-05-01","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"73641348","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
We provide a comprehensive overview of shareholder litigation against auditors since the passage of the Private Securities Litigation Reform Act. The number of lawsuits per year has declined, dismissals have increased, and settlements in recent years have declined. Our study asks why. Tests indicate that the decline cannot be attributed solely to increases in audit quality, leading us to consider whether Supreme Court cases limiting the scope of Rule 10b-5 against private actors may have led to the decline. To study this possibility, we focus on the Supreme Court’s 2007 and 2011 rulings in Tellabs v. Makor and Janus v. First Derivative, respectively. Our analysis provides strong evidence that the higher liability standards imposed by Janus significantly reduced auditors’ liability exposure, but we find only limited evidence that the pleading standards imposed by Tellabs had a significant effect.
{"title":"The Changing Landscape of Auditors’ Liability","authors":"Colleen Honigsberg, Shivaram Rajgopal, Suraj Srinivasan","doi":"10.1086/707238","DOIUrl":"https://doi.org/10.1086/707238","url":null,"abstract":"We provide a comprehensive overview of shareholder litigation against auditors since the passage of the Private Securities Litigation Reform Act. The number of lawsuits per year has declined, dismissals have increased, and settlements in recent years have declined. Our study asks why. Tests indicate that the decline cannot be attributed solely to increases in audit quality, leading us to consider whether Supreme Court cases limiting the scope of Rule 10b-5 against private actors may have led to the decline. To study this possibility, we focus on the Supreme Court’s 2007 and 2011 rulings in Tellabs v. Makor and Janus v. First Derivative, respectively. Our analysis provides strong evidence that the higher liability standards imposed by Janus significantly reduced auditors’ liability exposure, but we find only limited evidence that the pleading standards imposed by Tellabs had a significant effect.","PeriodicalId":22657,"journal":{"name":"The Journal of Law and Economics","volume":"19 1","pages":"367 - 410"},"PeriodicalIF":0.0,"publicationDate":"2020-05-01","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"78477377","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
We consider vertical contracts where the retail market may involve search frictions. Minimum advertised price restrictions (MAP) act as a restraint on customers' information and so can increase search frictions in the retail sector. Such restraints, thereby, soften retail competition - an impact also generated by resale price maintenance (RPM). However, by accommodating (consumer or retailer) heterogeneity, MAP can allow for higher manufacturer profits than RPM. We show that they can do so through facilitating price discrimination among consumers; encouraging service provision; and facilitating manufacturer collusion. Thus, welfare effects may be positive or negative compared to RPM or to the absence of such restrictions.
{"title":"Vertical Information Restraints: Pro- and Anti-Competitive Impacts of Minimum Advertised Price Restrictions","authors":"John Asker, Heski Bar-Isaac","doi":"10.3386/W22771","DOIUrl":"https://doi.org/10.3386/W22771","url":null,"abstract":"We consider vertical contracts where the retail market may involve search frictions. Minimum advertised price restrictions (MAP) act as a restraint on customers' information and so can increase search frictions in the retail sector. Such restraints, thereby, soften retail competition - an impact also generated by resale price maintenance (RPM). However, by accommodating (consumer or retailer) heterogeneity, MAP can allow for higher manufacturer profits than RPM. We show that they can do so through facilitating price discrimination among consumers; encouraging service provision; and facilitating manufacturer collusion. Thus, welfare effects may be positive or negative compared to RPM or to the absence of such restrictions.","PeriodicalId":22657,"journal":{"name":"The Journal of Law and Economics","volume":"17 1","pages":"111-148"},"PeriodicalIF":0.0,"publicationDate":"2020-04-14","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"83650829","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
I examine whether stronger creditors’ rights prevent strategic default. Borrowers who cross either of two thresholds are exempt from a creditor-rights law in India. Using a loan-day-level data set, I find that loan performance is better when the law applies and that outperformance increases after a further rise in creditors’ rights. To discern the strategic motive, I use an unprecedented invalidation of the Indian currency whereby holders of high-value currency were forced to declare their cash holdings to banks. Defaulters exempt from the law showed a greater tendency to repay their loans after invalidation.
{"title":"Creditors’ Rights and Strategic Default: Evidence from India","authors":"Prasanna Tantri","doi":"10.1086/708161","DOIUrl":"https://doi.org/10.1086/708161","url":null,"abstract":"I examine whether stronger creditors’ rights prevent strategic default. Borrowers who cross either of two thresholds are exempt from a creditor-rights law in India. Using a loan-day-level data set, I find that loan performance is better when the law applies and that outperformance increases after a further rise in creditors’ rights. To discern the strategic motive, I use an unprecedented invalidation of the Indian currency whereby holders of high-value currency were forced to declare their cash holdings to banks. Defaulters exempt from the law showed a greater tendency to repay their loans after invalidation.","PeriodicalId":22657,"journal":{"name":"The Journal of Law and Economics","volume":"31 1","pages":"411 - 447"},"PeriodicalIF":0.0,"publicationDate":"2020-02-24","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"82785727","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
In June 2001, Nevada changed its state corporate law by substantially reducing the legal liability of directors and officers for breaching fiduciary duties owed to the corporation. We examine the impact of the reduced litigation risk caused by this legislative change on Nevada-incorporated firms’ loan contract terms and related borrower-lender agency conflicts. Using a difference-in-differences analysis, we find that the legislative change led to less favorable loan contract terms for Nevada-incorporated firms: higher spread and more restrictive covenants. In addition, after the legislative change, Nevada-incorporated firms with severe borrower-lender agency conflicts took more risk, increased payout through stock repurchase, and reduced capital investment and equity issuance. Collectively, these results suggest that the reduced litigation risk exacerbates the borrower-lender agency conflicts.
{"title":"Litigation Risk and Debt Contracting: Evidence from a Natural Experiment","authors":"Zhihong Chen, Ningzhong Li, Jianghua Shen","doi":"10.1086/708735","DOIUrl":"https://doi.org/10.1086/708735","url":null,"abstract":"In June 2001, Nevada changed its state corporate law by substantially reducing the legal liability of directors and officers for breaching fiduciary duties owed to the corporation. We examine the impact of the reduced litigation risk caused by this legislative change on Nevada-incorporated firms’ loan contract terms and related borrower-lender agency conflicts. Using a difference-in-differences analysis, we find that the legislative change led to less favorable loan contract terms for Nevada-incorporated firms: higher spread and more restrictive covenants. In addition, after the legislative change, Nevada-incorporated firms with severe borrower-lender agency conflicts took more risk, increased payout through stock repurchase, and reduced capital investment and equity issuance. Collectively, these results suggest that the reduced litigation risk exacerbates the borrower-lender agency conflicts.","PeriodicalId":22657,"journal":{"name":"The Journal of Law and Economics","volume":"19 1","pages":"595 - 630"},"PeriodicalIF":0.0,"publicationDate":"2020-02-19","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"82179059","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
Shareholder litigation has long played a central but highly controversial role in American corporate governance. In 2014, the Delaware Supreme Court took a step that had the potential to dramatically reduce the amount of such litigation. In its landmark decision in ATP Tour, Inc. v. Deutscher Tennis Bund, the court embraced the legality of so-called fee-shifting bylaws. Such bylaws typically require plaintiff-shareholders to bear a corporation’s litigation expenses if their suit does not succeed. Only a year later, however, the Delaware legislature overruled ATP by promulgating a ban on fee-shifting provisions. From a policy perspective, the crucial question is whether allowing fee-shifting bylaws benefits shareholders. Although many scholars have weighed in on this issue, no empirical study has examined the ATP decision’s impact on shareholder wealth. This article fills that gap. Using a hand-collected data set on fee-shifting provisions, I show that the legalization of fee-shifting bylaws reduced shareholder wealth.
{"title":"Fee-Shifting Bylaws: An Empirical Analysis","authors":"J. Dammann","doi":"10.1086/718163","DOIUrl":"https://doi.org/10.1086/718163","url":null,"abstract":"Shareholder litigation has long played a central but highly controversial role in American corporate governance. In 2014, the Delaware Supreme Court took a step that had the potential to dramatically reduce the amount of such litigation. In its landmark decision in ATP Tour, Inc. v. Deutscher Tennis Bund, the court embraced the legality of so-called fee-shifting bylaws. Such bylaws typically require plaintiff-shareholders to bear a corporation’s litigation expenses if their suit does not succeed. Only a year later, however, the Delaware legislature overruled ATP by promulgating a ban on fee-shifting provisions. From a policy perspective, the crucial question is whether allowing fee-shifting bylaws benefits shareholders. Although many scholars have weighed in on this issue, no empirical study has examined the ATP decision’s impact on shareholder wealth. This article fills that gap. Using a hand-collected data set on fee-shifting provisions, I show that the legalization of fee-shifting bylaws reduced shareholder wealth.","PeriodicalId":22657,"journal":{"name":"The Journal of Law and Economics","volume":"68 1","pages":"1 - 37"},"PeriodicalIF":0.0,"publicationDate":"2020-02-03","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"78091300","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
Bans on menthol cigarettes have been adopted throughout the European Union, proposed by the US Food and Drug Administration, and enacted by legislatures in Massachusetts and California. Yet there is very limited evidence on their effects using real-world policy variation. We study the intended and unintended effects of menthol cigarette bans in Canada, where seven provinces banned them prior to a nationwide ban in 2018. Difference-in-differences models using national survey data return no evidence that provincial menthol cigarette bans affected overall smoking rates for youths or adults. Although menthol cigarette smoking fell for both youths and adults, youths increased nonmenthol cigarette smoking, and adults shifted cigarette purchases to unregulated First Nations reserves. Our results demonstrate the importance of accounting for substitution and evasion responses in the design of stricter tobacco regulations.
{"title":"Intended and Unintended Effects of Banning Menthol Cigarettes","authors":"Christopher S. Carpenter, Hai V. Nguyen","doi":"10.1086/713978","DOIUrl":"https://doi.org/10.1086/713978","url":null,"abstract":"Bans on menthol cigarettes have been adopted throughout the European Union, proposed by the US Food and Drug Administration, and enacted by legislatures in Massachusetts and California. Yet there is very limited evidence on their effects using real-world policy variation. We study the intended and unintended effects of menthol cigarette bans in Canada, where seven provinces banned them prior to a nationwide ban in 2018. Difference-in-differences models using national survey data return no evidence that provincial menthol cigarette bans affected overall smoking rates for youths or adults. Although menthol cigarette smoking fell for both youths and adults, youths increased nonmenthol cigarette smoking, and adults shifted cigarette purchases to unregulated First Nations reserves. Our results demonstrate the importance of accounting for substitution and evasion responses in the design of stricter tobacco regulations.","PeriodicalId":22657,"journal":{"name":"The Journal of Law and Economics","volume":"26 1","pages":"629 - 650"},"PeriodicalIF":0.0,"publicationDate":"2020-02-01","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"76887749","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
We investigate peer effects on crime-specific recidivism using register data for the entire Danish prison population. We find that inmates do not acquire new criminal capital in prison (no introductory peer effects). For certain types of crimes, we find that inmates strengthen their criminal capital in prison because of exposure to offenders in their field of specialization (reinforcing peer effects). Our results accord with a theory of crime-specific knowledge transmission and network building: we find reinforcing peer effects for crimes that require specific capital, planning, and networks (for example, drug crimes, theft, burglary, and fencing) and/or are more effective when committed in groups (for example, threats and vandalism). Reinforcing peer effects are especially strong because of exposure to more experienced criminals. By contrast, we find that exposure to offenders in the same specialization deters inmates from recidivism for violent offenses, including sexual offenses and robbery.
{"title":"Prison as a Criminal School: Peer Effects and Criminal Learning behind Bars","authors":"Anna Piil Damm, Cédric Gorinas","doi":"10.1086/706820","DOIUrl":"https://doi.org/10.1086/706820","url":null,"abstract":"We investigate peer effects on crime-specific recidivism using register data for the entire Danish prison population. We find that inmates do not acquire new criminal capital in prison (no introductory peer effects). For certain types of crimes, we find that inmates strengthen their criminal capital in prison because of exposure to offenders in their field of specialization (reinforcing peer effects). Our results accord with a theory of crime-specific knowledge transmission and network building: we find reinforcing peer effects for crimes that require specific capital, planning, and networks (for example, drug crimes, theft, burglary, and fencing) and/or are more effective when committed in groups (for example, threats and vandalism). Reinforcing peer effects are especially strong because of exposure to more experienced criminals. By contrast, we find that exposure to offenders in the same specialization deters inmates from recidivism for violent offenses, including sexual offenses and robbery.","PeriodicalId":22657,"journal":{"name":"The Journal of Law and Economics","volume":"6 1","pages":"149 - 180"},"PeriodicalIF":0.0,"publicationDate":"2020-02-01","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"82969112","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
The use of public-private partnerships (PPPs) is an important development in infrastructure delivery. These contracts between a public-sector owner and a private provider bundle delivery services and provide a middle ground between traditional delivery and privatization. As of 2016, 35 states had enacted PPP-enabling laws that address such questions as the mixing of public- and private-sector funds, the treatment of unsolicited PPP proposals, and the need for prior legislative contract approval. We provide the first comprehensive empirical assessment of the laws’ impact on the utilization of private investment. We analyze the effect of a state having a PPP-enabling law and a law’s average impact. We also assess the impact of PPP-enabling-law provisions. We find that provisions that empower PPPs, such as exemptions from property taxes, exemptions from extant procurement laws, and confidentiality protections, attract private investment.
{"title":"Do Public-Private-Partnership-Enabling Laws Increase Private Investment in Transportation Infrastructure?","authors":"Daniel Albalate, G. Bel, R. R. Geddes","doi":"10.1086/706247","DOIUrl":"https://doi.org/10.1086/706247","url":null,"abstract":"The use of public-private partnerships (PPPs) is an important development in infrastructure delivery. These contracts between a public-sector owner and a private provider bundle delivery services and provide a middle ground between traditional delivery and privatization. As of 2016, 35 states had enacted PPP-enabling laws that address such questions as the mixing of public- and private-sector funds, the treatment of unsolicited PPP proposals, and the need for prior legislative contract approval. We provide the first comprehensive empirical assessment of the laws’ impact on the utilization of private investment. We analyze the effect of a state having a PPP-enabling law and a law’s average impact. We also assess the impact of PPP-enabling-law provisions. We find that provisions that empower PPPs, such as exemptions from property taxes, exemptions from extant procurement laws, and confidentiality protections, attract private investment.","PeriodicalId":22657,"journal":{"name":"The Journal of Law and Economics","volume":"15 1","pages":"43 - 70"},"PeriodicalIF":0.0,"publicationDate":"2020-02-01","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"74424748","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
From 1960 to 2015, opinions of US federal district court judges (trial judges) in cases involving challenges to executive branch authority show that these judges favor executive authority less as they age. We suggest that district judges know that elevation to the federal circuit court of appeals becomes increasingly improbable, and hence have less reason to cooperate with the executive, with advancing age. Political variables, seniority of judges, and other variables introduced as extra regressors do not reverse this main result, nor does it appear to be the product of cohort effects or selection off the district court. When there are contemporaneous vacancies on their circuit courts, district judges in the 11 state circuits (but not the District of Columbia Circuit) are also more likely to favor the executive.
{"title":"Younger Federal District Court Judges Favor Presidential Power","authors":"T. Campbell, N. Wilcox","doi":"10.1086/706151","DOIUrl":"https://doi.org/10.1086/706151","url":null,"abstract":"From 1960 to 2015, opinions of US federal district court judges (trial judges) in cases involving challenges to executive branch authority show that these judges favor executive authority less as they age. We suggest that district judges know that elevation to the federal circuit court of appeals becomes increasingly improbable, and hence have less reason to cooperate with the executive, with advancing age. Political variables, seniority of judges, and other variables introduced as extra regressors do not reverse this main result, nor does it appear to be the product of cohort effects or selection off the district court. When there are contemporaneous vacancies on their circuit courts, district judges in the 11 state circuits (but not the District of Columbia Circuit) are also more likely to favor the executive.","PeriodicalId":22657,"journal":{"name":"The Journal of Law and Economics","volume":"127 1","pages":"181 - 202"},"PeriodicalIF":0.0,"publicationDate":"2020-02-01","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"86587862","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}
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