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Corporate Takeovers and Non-Financial Stakeholders  

Daniel Greene, Omesh Kini, Mo Shen, and Jaideep Shenoy

A large body of work has examined the impact of corporate takeovers on the financial stakeholders (shareholders and bondholders) of the merging firms. Since the late 2000s, empirical research has increasingly highlighted the crucial role played by the non-financial stakeholders (labor, suppliers, customers, government, and communities) in these transactions. It is, therefore, important to understand the interplay between corporate takeovers and the non-financial stakeholders of the firm. Financial economists have long viewed the firm as a nexus of contracts between various stakeholders connected to the firm. Corporate takeovers not only play an important role in redefining the broad boundaries of the firm but also result in major changes to corporate ownership and structure. In the process, takeovers can significantly alter the contractual relationships with non-financial stakeholders. Because the firm’s relationships with these stakeholders are governed by implicit and explicit contracts, circumstances can arise that allow acquiring firms to fully or partially abrogate these contracts and extract rents from non-financial stakeholders after deal completion. In contrast, non-financial stakeholders can also potentially benefit from a takeover if they get to share in any efficiency gains that are generated in the deal. Given this framework, the ex-ante importance of these contractual relationships can have a bearing on the efficacy of takeovers. The ability to alter contractual relationships ex post can affect the propensity of a takeover and merging firms’ shareholders and, in turn, impact non-financial stakeholders. Non-financial stakeholders will be more vested in post-takeover success if they can trust the acquiring firm to not take actions that are detrimental to them. The big picture that emerges from the surveyed literature is that non-financial stakeholder considerations affect takeover decisions and post-takeover outcomes. Moreover, takeovers also have an impact on non-financial stakeholders. The directions of all these effects, however, depend on the economic environment in which the merging firms operate.


Behavioral Development Economics  

Karla Hoff and Allison Demeritt

Economics, like all behavioral sciences, incorporates premises about how people think. Behavioral economics emerged in reaction to the extreme assumption in neoclassical economics that agents have unbounded cognitive capacity and exogenous, fixed preferences. There have been two waves of behavioral economics, and both have enriched development economics. The first wave takes into account that cognitive capacity is bounded and that individuals in many situations act predictably irrationally: there are universal human biases. Behavioral development economics in this first wave has shown that low-cost interventions can be “small miracles” that increase productivity and well-being by making it easier for people to make the rational choice. The second wave of behavioral economics explicitly takes into account that humans are products of culture as well as nature. From their experience and exposure to communities, humans adopt beliefs that shape their perception, construals, and behavior. This second wave helps explain why long-run paths of economic development may diverge across countries with different histories. The second wave also suggests a new kind of intervention: Policies that give individuals new experiences or new role models may change their perceptions and preferences. New perceptions and preferences change behavior. This is a very different perspective than that of neoclassical economics, in which changing behavior requires ongoing interventions.