As global capital and product markets have become more integrated, national differences in corporate governance have been drawn into sharp relief. One of the chief differences among corporate governance systems in different parts of the world is the relationship maintained by major financial institutions, commercial banks in particular, to industrial corporations. Specifically, it is commonly observed that large financial intermediaries in Japan and Germany tend to have much closer, longer-term relationships with many of their industrial clients than do their counterparts in the Anglo-American family of countries. Furthermore, there is evidence that these relationships are associated with differences in corporate investment, financing, and performance. Hoshi, Kashyap, and Scharfstein (1990), for example, find evidence that investment by Japanese corporations with close main bank relationships are less sensitive to variations in operating cash flow than is true for American companies lacking such relationships. Similarly, Prowse (1990) finds that bank ownership of equity in Japan reduces shareholder-debtor conflicts and allows Japanese companies to support more leverage, other things being equal. Gerlach (1987), Kester (1991a,b), and Suzuki and Wright (1985) all document the critical role that Japanese main banks, (i.e., lead lenders with close, long-term relationships to industrial borrowers) play in the monitoring and control of Japanese corporations and in their restructuring in the event of financial distress. Kester (1991a) also documents this role by socalled Hausbanken in Germany. Although he does not examine company-bank relationships in Japan per se, nor the mechanism by which Japanese executive directors are replaced, Kaplan (1991) provides formal empirical evidence supporting the claim that Japanese boards of directors are subject to closer monitoring and quicker replacement by outside directors in association with declining performance than are their American counterparts.
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