Français 
English | Président du jury | Gérard CHARREAUX,, Professeur Université de BourgogneGérard |
| Rapporteurs | Gérard CHARREAUX,, Professeur Université de Bourgogne Gérard HIRIGOYEN, Professeur Université de Bordeaux |
| Suffragant | Sophie L’HELIAS, Présidente Franklin Global Investor Services |
Mention Très Honorable avec Félicitations à la majorité
Abstract :
The agency problem developed by Jensen and Mecking (1976) an dJensen and Fama (1983) can be resolved by different ways. The law can try to reduce conflict of interest between managers and shareholders. The study of the French law and its analysis through the literature prove that its first objective is to defend the interest of shareholders, but that many rules are opposed to their interest. Especially, the anti-takeover clauses that some French firms choose made bigger the lag between shareholders and managers. So the law seems insufficient to resolve the agency problem.
An other way to resolve the conflict of interest, as suggested by Sheifer and Vishny (1986), is to encourage some investors to become bigger in order to control managers’ performance. An empirical study tests this hypothesis and finds that families, holdings and institutional investors are shareholders that can achieve this objective.
The last manner studied to resolve the agency problem is the stock market : improving the informational content of the stocks and choosing an optimal contract of managers’compensation can improve shareholders’s wealth. In order to prove it, an empirical study examines the impact of "franchissements de seuil". They are events that indicate a concentration of ownership when one investor decides to become bigger and a dilution when one investor sells his shares. These events have big interest because they are generated by a trade in the market and because they induce a change in the ownership of the firm. Event studies have been conducted to analyse the impact of a change in the ownership. The results show that concentration like dilution are good news but the explanation of the two phenomena is different whereas the positive impact of concentration can be explained by a reduction of the agency problem. The positive impact of dilution is explained by an increase of probability of take-over and by an increase in liquidity as suggested by Holmström and Tirole (1993). Liquidity induces improvement of the informational content of stocks : corelation between managers’ performance and stock prices become superior and the market can play its property of controlling firms. Our investigations on the French market based on the model of Madhavan and Smidt (1991) reveal that very liquid stocks are infrequently subject of adverse selection. However small firms characterised by reduced liquidity cannot be controlled easily by the stock market.