The Economic Consequences of Legal Origins: Rafael La Porta, Florencio Lopez-de-Silanes, and Andrei Shleifer

Porta, R., López-de-Silanes, F. y Shleifer, A. (junio,2008).
The
economic consequences of legal origins. Journal of Economic
Literature, 46 (2) pp. 285-332. (AR44305)
Journal of Economic Literature 2008, 46:2, 285–332
http:www.aeaweb.org/articles.php?doi=10.1257/jel.46.2.285
The Economic Consequences

of Legal Origins
Rafael La Porta, Florencio Lopez-de-Silanes, and Andrei Shleifer*
In the last decade, economists have produced a considerable body of research

suggesting that the historical origin of a country’s laws is highly correlated with a
broad range of its legal rules and regulations, as well as with economic outcomes.
We summarize this evidence and attempt a unified interpretation. We also address
several objections to the empirical claim that legal origins matter. Finally, we assess
the implications of this research for economic reform.
1. Introduction
financial development. From there, LLSV
A bout a decade ago, the three of us,

together with Robert Vishny, published
a pair of articles dealing with legal protection
made two contributions. First, they showed
that legal rules governing investor protection
can be measured and coded for many coun-
of investors and its consequences (La Porta et tries using national commercial (primar-
al. or LLSV, 1997, 1998). These articles gen- ily corporate and bankruptcy) laws. LLSV
erated a fair amount of follow-up research coded such rules for both the protection of
and a good deal of controversy. This paper is outside shareholders, and the protection of
our attempt to summarize the main findings outside senior creditors, for forty-nine coun-
and, more importantly, to interpret them in tries. The coding showed that some coun-
a unified way. tries offer much stronger legal protection of
LLSV started from a proposition, standard outside investors’ interests than others.
in corporate law (e.g., Robert Clark 1986) and Second, LLSV documented empirically
emphasized by Shleifer and Vishny (1997), that legal rules protecting investors vary sys-
that legal protection of outside investors limits tematically among legal traditions or origins,
the extent of expropriation of such investors
by corporate insiders, and thereby promotes This argument followed naturally from the contrac-
tual view of the firm (Michael C. Jensen and William
H. Meckling 1976, Sanford J. Grossman and Oliver D.
* La Porta: Tuck School Of Business At Dartmouth. Hart 1988, Hart 1995), which sees the protection of the
Lopez-de-Silanes: EDHEC Graduate School of Manage- property rights of the financiers as essential to assure the
ment. Shleifer: Harvard University. We are grateful to flow of capital to firms. Financial economists have often
Daniel Berkowitz, Olivier Blanchard, Simeon Djankov, argued, in contrast, that financial markets are sustained
Nicola Gennaioli, Roger Gordon, Oliver Hart, Paul by “market forces” such as competition and reputation
Mahoney, Elias Papaioannou, Katharina Pistor, Mark (Hayne E. Leland and David H. Pyle 1977, Eugene F.
Roe, René Stulz, students in Ec 2470, four reviewers, and Fama 1980). Comparative research emphasized the role
especially Louis Kaplow for extremely helpful comments. of banks (Franklin Allen and Douglas Gale 2000).
285
286 Journal of Economic Literature, Vol. XLVI (June 2008)
with the laws of common law countries (orig- Why is its influence so pervasive? How can
inating in English law) being more protective the superior performance of common law in
of outside investors than the laws of civil law many areas be reconciled with the high costs
(originating in Roman law) and particularly of litigation, and well-known judicial arbi-
French civil law countries. LLSV further trariness, in common law countries?
argued that legal traditions were typically In this paper, we adopt a broad conception
introduced into various countries through of legal origin as a style of social control of
conquest and colonization and, as such, were economic life (and maybe of other aspects of
largely exogenous. LLSV then used legal ori- life as well). In strong form (later to be supple-
gins of commercial laws as an instrument for mented by a variety of caveats), we argue that
legal rules in a two stage procedure, where common law stands for the strategy of social
the second stage explained financial devel- control that seeks to support private market
opment. The evidence showed that legal outcomes, whereas civil law seeks to replace
investor protection is a strong predictor of such outcomes with state-desired alloca-
financial development. tions. In words of one legal scholar, civil law
Subsequent research showed that the is “policy implementing,” while common law
influence of legal origins on laws and is “dispute resolving” (Mirjan R. Damaška
regulations is not restricted to finance. 1986). In words of another, French civil law
In several studies conducted jointly with embraces “socially-conditioned private con-
Simeon Djankov and others, we found that tracting,” in contrast to common law’s sup-
such outcomes as government ownership port for “unconditioned private contracting”
of banks (La Porta et al. 2002), the bur- (Katharina Pistor 2006). We develop an
den of entry regulations (Djankov et al. interpretation of the evidence, which we call
2002), regulation of labor markets (Juan the Legal Origins Theory, based on these
C. Botero et al. 2004), incidence of mili- fundamental differences.
tary conscription (Casey B. Mulligan and Legal Origin Theory traces the different
Shleifer 2005a, 2005b), and government strategies of common and civil law to dif-
ownership of the media (Djankov et al. ferent ideas about law and its purpose that
2003a) vary across legal families. In all England and France developed centuries
these spheres, civil law is associated with ago. These broad ideas and strategies were
a heavier hand of government ownership incorporated into specific legal rules, but
and regulation than common law. Many of also into the organization of the legal system,
these indicators of government ownership as well as the human capital and beliefs of
and regulation are associated with adverse its participants. When common and civil law
impacts on markets, such as greater cor- were transplanted into much of the world
ruption, larger unofficial economy, and through conquest and colonization, the
higher unemployment. rules, but also human capital and legal ide-
In still other studies, we have found that ologies, were transplanted as well. Despite
common law is associated with lower formal- much local legal evolution, the fundamen-
ism of judicial procedures (Djankov et al. tal strategies and assumptions of each legal
2003b) and greater judicial independence system survived and have continued to exert
(La Porta et al. 2004) than civil law. These substantial influence on economic outcomes.
indicators are in turn associated with better As the leading comparative legal scholars
contract enforcement and greater security of Konrad Zweigert and Hein Kötz (1998) note,
property rights. “the style of a legal system may be marked
Assuming that this evidence is correct, it by an ideology, that is, a religious or politi-
raises an enormous challenge of interpreta- cal conception of how economic or social life
tion. What is the meaning of legal origin? should be organized” (p. 72). In this paper,
La Porta, Lopez-de-Silanes, and Shleifer: Economic Consequences of Legal Origins 287
we show how these styles of different legal and controlling shareholders. This research,
systems have developed, survived over the however, is not covered in our paper.
years, and continued to have substantial
economic consequences. In our conception,
2. Background on Legal Origins
legal origins are central to understanding the
varieties of capitalism. In their remarkable three-hundred-
The paper is organized as follows. In sec- page survey of human history, The Human
tion 2, we describe the principal legal tradi- Web, John Robert McNeill and William H.
tions. In section 3, we document the strong McNeill (2003) show how the transmission
and pervasive effects of legal origins on of information across space shapes human
diverse areas of law and regulation, which societies. Information is transmitted through
in turn influence a variety of economic out- trade, conquest, colonization, mission-
comes. In section 4, we outline the Legal ary work, migration, and so on. The bits of
Origins Theory, and interpret the findings information transmitted through these chan-
from that perspective. In sections 5–7, we nels include technology, language, religion,
deal with three lines of criticism of our sports, but also law and legal systems. Some
research, all organized around the idea that of these bits of information are transplanted
legal origin is a proxy for something else. voluntarily, as when people adopt technolo-
The three alternatives we consider are cul- gies they need. This makes it difficult to
ture, politics, and history. Our strong conclu- study the consequences of adoption because
sion is that, while all these factors influence we do not know whether to attribute these
laws, regulations, and economic outcomes, consequences to what is adopted or to the
it is almost certainly false that legal origin conditions that invited the adoption. In other
is merely a proxy for any of them. Section 8 instances, the transplantation of information
briefly considers the implications of our work is involuntary, as in the cases of forced reli-
for economic reform and describes some gious conversion, conquest, or colonization.
of the reforms that had taken place. Many These conditions, unfavorable as they are,
developing countries today find themselves make it easier to identify the consequences
heavily overregulated in crucial spheres of of specific information being transplanted.
economic life, in part because of their legal Legal origins or traditions present a key
origin heritage. Legal Origin Theory, and example of such often involuntary trans-
the associated measurement of legal and mission of different bundles of information
regulatory institutions, provides some guid- across human populations. Legal scholars
ance to reforms. Section 9 concludes the believe that some national legal systems are
paper. sufficiently similar in some critical respects
We note that this paper is not a survey and, to others to permit classification of national
therefore, only introduces particular papers legal systems into major families of law (Rene
in so far as they enter the discussion of the David and John Brierley 1985, Thomas
meaning and the consequences of legal ori- Reynolds and Arturo Flores 1989, Mary
gins. The last decade has witnessed an explo- Ann Glendon, Michael Wallace Gordon, and
sion of research on corporate governance that Christopher Osakwe 1982, 1994, Zweigert
uses the investor protection framework. This and Kötz 1998). “The following factors seem
research has successfully replaced the tradi- to us to be those which are crucial for the
tional Berle–Means conception of a public style of a legal system or a legal family: (1)
corporation with a much more realistic for its historical background and development,
most of the world model of family-run firms, (2) its predominant and characteristic mode
pyramidal and group structures, and tre- of thought in legal matters, (3) especially
mendous conflicts between outside investors distinctive institutions, (4) the kind of legal
sources it acknowledges and the way it han- Europe. It was also imitated by some social-
dles them, and (5) its ideology” (Zweigert and ist states, such as Mongolia and China. After
Kötz 1998, p. 68). the fall of the Berlin Wall, the countries of
Most writers identify two main secular the former Soviet Union and Eastern Europe
legal traditions: common law and civil law, reverted to their pre–Russian Revolution or
and several subtraditions—French, German, pre–World War II legal systems, which were
socialist, and Scandinavian—within civil French or German civil law. In our work
law. Occasionally, countries adopt some laws based on data from the 1990s, we have often
from one legal tradition and other laws from classified transition economies as having the
another, and researchers need to keep track socialist legal system. However, today, aca-
of such hybrids, but generally a particular demics and officials from these countries
tradition dominates in each country. object to such classification, so, in the pres-
The key feature of legal traditions is that ent paper, we classify them according to the
they have been transplanted, typically though main influence on their new commercial
not always through conquest or colonization, laws. Several countries, such as Cuba, still
from relatively few mother countries to most maintain the socialist legal system, and await
of the rest of the world (Alan Watson 1974). liberation and reclassification. These coun-
Such transplantation covers specific laws and tries typically lack other data, so no socialist
codes and the more general styles or ideolo- legal origin countries appear in the analysis
gies of the legal system, as well as individuals in the present paper.
with mother-country training, human capi- Figure 1 shows the distribution of legal ori-
tal, and legal outlook. gins of commercial laws throughout the world.
Of course, following the transplantation The common-law legal tradition includes the
of some basic legal infrastructure, such as law of England and its former colonies. The
the legal codes, legal principles and ideolo- common law is formed by appellate judges
gies, and elements of the organization of the who establish precedents by solving specific
judiciary, the national laws of various coun- legal disputes. Dispute resolution tends to be
tries changed, evolved, and adapted to local adversarial rather than inquisitorial. Judicial
circumstances. Cultural, political, and eco- independence from both the executive and
nomic conditions of every society came to be legislature are central. “English common law
reflected in their national laws, so that legal developed because landed aristocrats and
and regulatory systems of no two countries merchants wanted a system of law that would
are literally identical. This adaptation and provide strong protections for property and
individualization, however, was incomplete. contract rights, and limit the crown’s ability
Enough of the basic transplanted elements to interfere in markets” (Paul G. Mahoney
have remained and persisted (Paul A. David 2001, p. 504). Common law has spread to the
1985) to allow the classification into legal British colonies, including the United States,
traditions. As a consequence, legal trans- Canada, Australia, India, South Africa, and
plantation represents the kind of involuntary many other countries. Of the maximal sam-
information transmission that the McNeills ple of 150 countries used in our studies, there
have emphasized, which enables us to study are forty-two common law countries.
the consequences of legal origins.
Before discussing the legal traditions of
market economies, we briefly comment The socialist legal tradition illustrates the signifi-
on socialist law. The socialist legal tradi- cance of ideologies for legal styles. “. . . the socialist con-
tion originates in the Soviet Union, and was cept of law can be directly traced to the movement of legal
positivism. The movement . . . sees law as an expression of
spread by the Soviet armies first to the for- the will of the legislators, supreme interpreters of justice”
mer Soviet republics and later to Eastern (David and Brierley 1985, p. 69).
Legal Origins
English
French
German
Scandinavian
Socialist
Figure 1. The Distribution of Legal Origin
The civil law tradition is the oldest, the it did because the revolutionary generation,
most influential, and the most widely dis- and Napoleon after it, wished to use state
tributed around the world, especially after so power to alter property rights and attempted
many transition economies have returned to to insure that judges did not interfere. Thus,
it. It originates in Roman law, uses statutes quite apart from the substance of legal rules,
and comprehensive codes as a primary means there is a sharp difference between the ide-
of ordering legal material, and relies heavily ologies underlying common and civil law,
on legal scholars to ascertain and formulate with the latter notably more comfortable
rules (John Henry Merryman 1969). Dispute with the centralized and activist govern-
resolution tends to be inquisitorial rather ment” (Mahoney 2001, p. 505).
than adversarial. Roman law was rediscov- Napoleon’s armies introduced his codes
ered in the Middle Ages in Italy, adopted by into Belgium, the Netherlands, Italy, and
the Catholic Church for its purposes, and parts of Germany. In the colonial era, France
from there formed the basis of secular laws extended her legal influence to the Near
in many European countries. East and Northern and Sub-Saharan Africa,
Although the origins of civil law are Indochina, Oceania, and French Caribbean
ancient, the French civil law tradition is usu- Islands. Napoleonic influence was also sig-
ally identified with the French Revolution nificant in Luxembourg, Portugal, Spain,
and Napoleon’s codes, which were written in and some Swiss cantons. When the Spanish
the early nineteenth century. In contrast to and Portuguese empires in Latin America
common law, “French civil law developed as dissolved in the nineteenth century, it was
mainly the French civil law that the lawmak- ration for Bonaparte, partly language, and
ers of the new nations looked to for inspira- partly Napoleonic influence on the Spanish
tion. In the nineteenth century, the French and Portuguese codes. In this instance, the
civil code was also adopted, with many exogeneity assumption from the viewpoint of
modifications, by the Russian Empire, and studying economic outcomes is still appropri-
through Russia by the neighboring regions ate. The nineteenth century influence of the
it influenced and occupied. These countries French civil law in Russia and Turkey was
adopted the socialist law after the Russian largely voluntary, as both countries sought
Revolution, but typically reverted to the to modernize. But the French and German
French civil law after the fall of the Berlin civil law traditions in the rest of the countries
Wall. There are eighty-four French legal ori- in Eastern Europe, the Middle East, and
gin countries in the sample. Central Asia are the result of the conquests
The German legal tradition also has by the Russian, Austro–Hungarian, Ottoman,
its basis in Roman law, but the German and German empires. The return by these
Commercial Code was written in 1897, countries to their pre-Soviet legal traditions
after Bismarck’s unification of Germany. during the transition from socialism is volun-
It shares many procedural characteristics tary but shaped largely by history.
with the French system but accommodates Second, because Scandinavian countries
greater judicial law making. The German did not have any colonies, and Germany’s
legal tradition influenced Austria, the for- colonial influence was short-lived and
mer Czechoslovakia, Greece, Hungary, Italy, abruptly erased by World War I, there are
Switzerland, Yugoslavia, Japan, Korea, and relatively few countries in these two tradi-
a few countries of the former Soviet Union. tions. As a consequence, while we occa-
Taiwan’s laws came from China, which relied sionally speak of the comparison between
heavily on German laws during moderniza- common and civil law, most of the discussion
tion. There are nineteen German legal origin compares common law to the French civil
countries in the sample. law. This is largely because each tradition
The Scandinavian family is usually viewed includes a large number of countries, but also
as part of the civil law tradition, although because they represent the two most distinct
its law is less derivative of Roman law than approaches to law and regulation.
the French and German families (Zweigert Third, although we often speak of common
and Kötz 1998). Most writers describe the law and French civil law in terms of pure
Scandinavian laws as distinct from others, types, in reality there has been a great deal
and we have kept them as a separate family of mutual influence and in some areas con-
(with five members) in our research. vergence. There is a good deal of legislation
Before turning to the presentation of in common law countries, and a good deal of
results, five points about this classification judicial interpretation in civil law countries.
are in order. First, although the majority of But the fact that the actual laws of real coun-
legal transplantation is the product of con- tries are not pure types does not mean that
quest and colonization, there are important there are no systematic differences.
exceptions. Japan adopted the German legal Fourth, some have noted the growing
system voluntarily. Latin American former importance of legislation in common law
Spanish and Portuguese colonies ended up countries as proof that judicial law mak-
with codifications heavily influenced by the ing no longer matters. This is incorrect for
French legal tradition after gaining indepen- a number of reasons. Statutes in common
dence. Beyond the fact that Napoleon had law countries often follow and reflect judicial
invaded the Iberian Peninsula, the reasons rulings, so jurisprudence remains the basis
were partly the new military leaders’ admi- of statutory law. Even when legislation in
common law countries runs ahead of judi- the data used in this paper, and a good deal
cial law making, it often must coexist with, more, are available at http://www.econom-
and therefore reflects, preexisting common ics.harvard.edu/faculty/shleifer/data.html.
law rules. Indeed, statutes in common law We do not discuss the data in detail, but
countries are often highly imprecise, with the descriptions are available in the original
an expectation that courts will spell out the papers presenting the data.
rules as they begin to be applied. Finally, and Second, the basic evidence we present
most crucially, because legal origins shape takes the form of cross-country studies. An
fundamental approaches to social control important feature of these studies is that all
of business, even legislation in common law countries receive the same weight. There is
countries expresses the common law way of no special treatment of mother countries, of
doing things. For all these reasons, the uni- rich countries, etc. This design may obscure
versal growth of legislation in no way implies the differences, discussed below, within
the irrelevance of legal origins. legal origins, such as the greater dynamism
Fifth, with the reclassification of transition of law in mother countries than in former
economies from socialist into the French and colonies.
German civil law families, one might worry Third, the sources of data on legal rules
that the differences among legal origins and institutions vary significantly across
described below are driven by the transi- studies. Some rules, such as many indicators
tion economies. They are not. None of our of investor protection and of various govern-
substantive results change if we exclude the ment regulations, come from national laws.
transition economies. Those tend to be “laws on the books.” Other
With these points in mind, we can turn to indicators are mixtures of national laws and
the evidence. actual experiences, and tend to combine sub-
stantive and procedural rules. These variables
are often constructed through collaborative
3. Basic Facts
efforts with law firms around the world and
yield summary indicators of legal rules and
3.1 The Evidence in Brief
their enforcement. For example, the study
Figure 2 organizes some of our own and of legal formalism (Djankov et al. 2003b)
related research on the economic conse- reflects the lawyers’ characterization of pro-
quences of legal origins. It shows the links cedural rules that would typically apply to a
from legal origins to particular legal rules, specific legal dispute; the study of the effi-
and then to economic outcomes. Figure 2 ciency of debt enforcement (Djankov et al.
immediately suggests several concerns for 2006) incorporates estimates of time, cost,
empirical work. First, in our framework, legal and resolution of a standardized insolvency
origins influence many spheres of law mak- case. The data used in each study have their
ing and regulation, which makes it dangerous advantages and problems. An important fact,
to use them as instruments. Second, we have however, is the consistency of results across
drawn a rather clean picture pointing from both data collection procedures and spheres
particular legal rules to outcomes. In reality, of activity that we document below.
a variety of legal rules (e.g., those governing Fourth, over the years, various writers
both investor protection and legal procedure) have criticized both the conceptual founda-
can influence the protection of outside inves- tions of LLSV variables such as shareholder
tors and hence financial markets. This, again, rights indices (John C. Coffee 1999) and
makes empirical work less clean. the particular values we have assigned to
Before turning to the evidence, we make these variables, in part because of concep-
four comments about the data. First, all tual ambiguity (Holger Spamann 2006b).
Institution Outcomes
Time to Evict Nonpaying Tenant
Procedural Formalism
Time to Collect a Bounced Check
Judicial Independence Property Rights
Corruption
Regulation of Entry Unofficial Economy
Government Ownership
of the Media
Participation Rates
Legal Origin Labor Laws
Unemployment
Conscription
Stock Market Development

Company Law Firm Valuation
Securities Law Ownership Structure
Control Premium
Bankruptcy Law Private credit
Government Ownership
Interest Rate Spread
of Banks
Figure 2. Legal Origin, Institutions, and Outcomes
We have corrected our mistakes and have The available studies can be divided into
also moved on to conceptually less ambigu- three categories. First, several studies follow-
ous measures (Djankov et al. 2008). These ing LLSV (1997, 1998) examine the effects of
improvements have strengthened the origi- legal origins on investor protection and then
nal results. The findings we discuss below the effect of investor protection on financial
use the most recent data. development. Some of these studies look at
To organize the discussion, we do not pro- stock markets. The LLSV measure of antidi-
vide a full survey of the available evidence rector rights has been replaced by a measure
but rather a sampling with an emphasis on the of shareholder protection through securi-
breadth of the findings. The available studies ties laws in the offerings of new issues (La
have followed a similar pattern, shown in fig- Porta et al. 2006) and by another measure
ure 2. They first consider the effect of legal of shareholder protection from self-deal-
origins on particular laws and regulations, ing by corporate insiders through corporate
and then the effects of these laws and regu- law (Djankov et al. 2008). As outcomes,
lations on the economic outcomes that they these studies use such measures as the ratio
might influence most directly. of stock market capitalization to GDP, the
pace of public offering activity, the voting tion and the size of the unofficial economy.
premium (see Alexander Dyck and Luigi Botero et al. (2004) construct indices of labor
Zingales 2004), dividend payouts (La Porta market regulation and examine their effect
et al. 2000), Tobin’s Q (La Porta et al. 2002), on labor force participation rates and unem-
and ownership dispersion (La Porta et al. ployment. Djankov et al. (2003c) examine
1999). Predictions for each of these variables government ownership of the media, which
emerge from a standard agency model of remains extensive around the world, par-
corporate governance, in which investor pro- ticularly for television. Mulligan and Shleifer
tection shapes external finance (e.g., Shleifer (2005a, 2005b) look at one of the ultimate
and Daniel Wolfenzon 2002). forms of government intervention in private
Other studies in this category look at cred- life, military conscription.
itor rights. The LLSV (1997, 1998) measure The third category of papers investigates
from bankruptcy laws has been updated by the effects of legal origins on the character-
Djankov et al. (2007). Djankov et al. (2006) istics of the judiciary (and other government
take a different approach to creditor protec- institutions), and then the effect of those on
tion by looking at the actual efficiency of the security of property rights and contract
debt enforcement, as measured by creditor enforcement. Djankov et al. (2003b) look
recovery rates in a hypothetical case of an at the formalism of judicial procedures in
insolvent firm. The latter study addresses a various countries and its effect on the time
common criticism that it is law enforcement, it takes to evict a nonpaying tenant or to col-
rather than rules on the books, that matters lect a bounced check. This variable can be
for investor protection by integrating legal interpreted more broadly as the efficiency
rules and characteristics of enforcement in of contract enforcement by courts, and in
the efficiency measure. La Porta et al. (2002) fact turns out to be highly correlated with
focus on state involvement in financial mar- the efficiency of debt collection obtained in
kets by looking at government ownership of an entirely different way by Djankov et al.
banks. These studies typically consider the (2006). La Porta et al. (2004) adopt a very
size of debt markets as an outcome measure, different strategy and collect information
although Djankov et al. (2007) also examine from national constitutions on judicial inde-
several subjective assessments of the quality pendence (as measured by judicial tenure)
of private debt markets. and the acceptance of appellate court rul-
In the second category, several papers ings as a source of law. They then ask directly
consider government regulation, or even whether judicial independence contributes
ownership, of particular economic activities. to the quality of contract enforcement and
Djankov et al. (2002) look at the number the security of property rights.
of steps an entrepreneur must complete in Tables 1–3 show a sampling of results from
order to begin operating a business legally, each category of studies. In each table, the top
a number that in 1999 ranged from two in panel presents the regressions of legal or regu-
Australia and Canada to twenty-one in the latory institutions on legal origins, controlling
Dominican Republic. They examine the only for per capita income. In the original
impact of such entry regulation on corrup- papers, many more controls and robustness
checks are included, but here we present the
stripped down regressions. The bottom panel
The theoretical prediction that investor protection of each table then presents some results of
leads to greater ownership dispersion is not unambiguous, regressions of outcomes on legal rules. We
and the data on ownership around the world is less clean could of course combine the two panels in
and satisfactory than that on other variables. Nonetheless,
much of the criticism of LLSV has focused on ownership an instrumental variables specification, but,
dispersion. as we indicated previously, we do not recom-
mend such specifications since legal origins Investor protection is associated with more
influence a broad range of rules and regula- developed financial markets (panel B). The
tions and we cannot guarantee that the rel- estimated coefficients imply that a two-stan-
evant ones are not omitted in the first stage. dard deviation increase in the anti-self-deal-
Begin with table 1. Higher income per ing index is associated with an increase in
capita is associated with better shareholder the stock-market-to-GDP ratio of 42 per-
and creditor protection, more efficient debt centage points, an increase in listed firms
enforcement, and lower government owner- per capita of 38 percent, and a reduction
ship of banks (panel A). Civil law is generally in ownership concentration of 6 percentage
associated with lower shareholder and credi- points. A two-standard deviation improve-
tor protection, less efficient debt enforcement in prospectus disclosure is associated
ment, and higher government ownership with a reduction in the control premium of
of banks. The estimated coefficients imply 15 percentage points (the mean premium is
that, compared to common law, French legal 11 percent). The effect of legal rules on debt
origin is associated with a reduction of 0.33 markets is also large. A two-standard devia-
in the anti-self-dealing index (which ranges tion increase in creditor rights is associated
between 0.1 and 1), of 0.33 in the index of with an increase of 15 percentage points in
prospectus disclosure (which ranges between the private-credit-to-GDP ratio. A two-stan-
0 and 1), of 0.84 in the creditor rights index dard deviation increase in the efficiency of
(which ranges from 0 to 4), of 13.6 points in debt collection is associated with an increase
the efficiency of debt collection (out of 100), of 27 percentage points in the private-credit-
and a rise of 33 percentage points in gov- to-GDP ratio. A two-standard deviation
ernment ownership of banks (which ranges increase in government ownership of banks
between 0 and 100 percent). The effect is associated with a 16 percentage point rise
of legal origins on legal rules and financial in the spread between lending and borrow-
institutions is statistically significant and ing rates (the mean spread is 20).
economically large. Table 2 presents the results on regulation.
Higher income per capita is generally Higher income per capita is correlated with
associated with more developed financial lower entry regulation and government own-
markets, as reflected in a higher stock-mar- ership of the media, but not with labor regu-
ket-capitalization-to-GDP ratio, more firms lation or conscription (panel A). Relative to
per capita, less ownership concentration, common law countries, French legal origin
and a higher private-credit-to-GDP ratio. countries have more entry and labor regula-
tion, higher state ownership of the media,
and heavier reliance on conscription. The
Recent research has looked at additional outcome coefficients imply that, compared to common
variables as well as measures of credit market regula-
tion. Benjamin C. Esty and William L. Megginson (2003)
find that creditor protection shapes foreign bank lending,
while Steven Ongena and David C. Smith (2000) show Paola Sapienza (2004) shows that government-owned
it influences the number of banking relationships. Jun banks in Italy lend to big enterprises rather than small
Qian and Philip E. Strahan (2007) find that better credi- ones. I. Serdar Dinc (2005) finds that government-owned
tor protection lowers interest rates that lenders charge. banks sharply increase lending in election years. Asim Ijaz
Pablo Casas-Arce and Albert Saiz (2007) find that costly Khwaja and Atif Mian (2005) present evidence that politi-
enforcement of rental contracts hampers the development cally connected firms in Pakistan get preferential treat-
of the rental housing market in a cross-section of coun- ment from government-owned banks. They borrow 45
tries. Krishnamurthy Subramanian, Frederick Tung, and percent more and have 50 percent higher default rates.
Xue Wang (2007) find that stronger creditor rights mitigate In a similar spirit, Avi Ben-Bassat and Momi Dahan
the effect of managerial self-dealing on project finance. (2008) show that constitutional commitments to “social
James R. Barth, Gerard Caprio, and Ross Levine (2004) rights” (the right to social security, education, health,
introduce measures of banking regulation and show that housing, and workers rights) are less prevalent in common
they vary systematically by legal origin. law countries than in the French civil law ones.
TABLE 1
Financial Institutions and Capital Markets Development
Panel A: Financial Institutions and Legal Origin

(1) (2) (3) (4) (5)
Anti-Self-Dealing Prospectus Creditor Rights Debt Bank Government
Index Disclosure Index (2003) Enforcement Owernship (1970)
French Legal –0.3334a –0.3298a –0.8394a –13.6361b 0.3316a

Origin (0.0511) (0.0577) (0.2251) (5.6535) (0.0755)
German Legal –0.3454a –0.2370b –0.1714 –8.8577 0.3456a
Origin (0.0736) (0.0966) (0.2579) (5.8022) (0.1060)
Scandinavian –0.3820a –0.2867a –0.9435c 5.2707 0.3109
Legal Origin (0.0642) (0.0478) (0.4865) (5.8212) (0.1545)
Ln (GDP per 0.0728a 0.0618b 0.2022b 19.8980a –0.1808a
capita) (0.0263) (0.0261) (0.0875) (2.7517) (0.0377)
Constant 0.0177 0.2102 0.6043 –124.6692a 1.6206a
(0.2433) (0.2422) (0.7560) (26.9421) (0.2876)
Observations 71 49 130 85 74
R-squared 45% 0.45 18% 0.57 37%
Panel B: Financial Institutions and Capital Markets Development

(1) (2) (3) (4) (5) (6)
Stock-market-to- Ln(Firms/Pop) Ownership Control Private-credit-to- Interest spread

GDP (1999–2003) (1999–2003) Concentration Premium GDP (1999–2003) (1970–95)
Anti-self-dealing 0.8940b 0.8004c –0.1277c

Index (0.3674) (0.4750) (0.0724)
Prospectus –0.3254a
Disclosure (0.0807)
Credit Rigths Index 0.0645c
(0.0336)
Debt Enforcement 0.0053a
(0.0015)
Government Ownership 22.0813a
of Banks—1970 (7.3675)
Ln (GDP per capita) 0.3204a 0.9794a –0.0495b –0.0273 0.2546a 1.8522
(0.0601) (0.1346) (0.0200) (0.0238) (0.0604) (3.0169)
Constant –2.7604a –6.9496a 0.9844a 0.5524b –2.1494a –4.4219
(0.5558) (1.2352) (0.1761) (0.2202) (0.4912) (23.0311)
Observations 72 72 49 37 85 57
R-squared 40% 47% 20% 36% 52% 10%
Notes: a Significant at the 1 percent level.

b
Significant at the 5 percent level.
c
Table 2
Government Regulation
Panel A: Government Regulation and Legal Origin

(1) (2) (3) (4)
Regulation of Entry Regulation of Labor Press Government Conscription

(1999) (1997) Ownership (1999) (2000)
French Legal Origin 0.6927a 0.2654a 0.2095a 0.5468a

(0.0929) (0.0362) (0.0834) (0.0772)
German Legal Origin 0.5224a 0.2337a 0.1100 0.8281a
(0.1206) (0.0473) (0.0926) (0.0794)
Scandinavian Legal Origin –0.1922 0.3978a 0.1308b 0.7219a
(0.1352) (0.0443) (0.0555) (0.2015)
Ln (GDP per capita) –0.1963a –0.0083 –0.1753a –0.0382
(0.0367) (0.0164) (0.0307) (0.0331)
Constant 3.4367a 0.3703b 1.6565a 0.4702c
(0.3037) (0.1520) (0.3024) (0.2802)
Observations 85 84 95 146
R-squared 61% 42% 37% 34%
Panel B: Government Regulation, Corruption, Unofficial Economy, and Labor Market Outcomes
(1) (2) (3) (4) (5)
Corruption Index Employment Labor Participation Unemployment Unemployment Rate

(1996–2000) Unofficial Economy Male Rate (1991–2000) for Men Aged 20–24
Regulation of Entry –0.6733a 13.2601a
(0.0998) (4.4569)
Regulation of –5.2009a 6.0738b 14.8363a
Labor (1.7319) (2.7868) (4.2699)
Ln (GDP per capita) 0.6194a –5.7288a –1.9305a –0.9913c –1.1890
(0.0537) (2.0969) (0.3982) (0.5795) (1.1308)
Constant –3.6273a 58.7496b 102.5096a 14.8245b 18.4049
(0.5800) (25.8820) (3.3120) (6.0449) (11.4316)
Observations 85 46 78 65 52
R-squared 80% 42% 32% 11% 15%
a
Notes: Significant at the 1 percent level.
b
c
law, French legal origin is associated with an According to the estimated coefficients in
increase of 0.69 in the (log) number of steps to panel B, a two-standard deviation increase
open a new business (which ranges from 0.69 in the (log) number of steps to open a new
to 3.0), a rise of 0.26 in the index of labor regu- business is associated with a 0.71 worsening
lation (which ranges from 0.15 to 0.83), a 0.21 of the corruption index and a 14 percent-
rise in government ownership of the media age point rise in employment in the unof-
(which ranges from 0 to 1), and a 0.55 increase ficial economy. A two-standard deviation
in conscription (which ranges from 0 to 1). increase in the regulation of labor implies
Table 3
Judicial Institutions
Panel A: Legal Origin and Judicial Institutions

(1) (2) (3)
Formalism Check Collection Tenure of Judges Case Law
a a
French Legal Origin 1.4945 –0.2375 –0.6733a
(0.1841) (0.0620) (0.0951)
German Legal Origin 0.9917a –0.4627a –0.2874
(0.2013) (0.1459) (0.2156)
Scandinavian Legal Origin 0.7623a –0.0636 0.0460
(0.2966) (0.0470) (0.0727)
Ln (GDP per capita) –0.2610a 0.0412 –0.0004
(0.0707) (0.0295) (0.0337)
Constant 5.0505a 0.6514a 0.9578a
(0.6103) (0.2500) (0.2850)
Observations 109 65 65
R-squared 45% 25% 44%
Panel B: Judicial Instititutions and Outcomes

(1) (2) (3) (4)
Time to Collect on Contract Property Rights Property Rights

Bounced Check Enforcement (2004) (2004)
Legal Formalism — 0.3095a –0.5099a

Bounced Check (0.0519) (0.0966)
Tenure of judges 1.2066a
(0.2547)
Case law 0.5596a
(0.2035)
Ln (GDP per capita) 0.0402 1.0544a 0.8673a 0.8767a
(0.0546) (0.1410) (0.0818) (0.0886)
Constant 3.7354 –1.7313 –5.6499a –5.0485a
(0.5251) (1.5253) (0.7439) (0.8288)
Observations 109 52 64 64
R-squared 12% 74% 69% 67%
a
b
c
a 1.99 percentage point reduction in the with less legal formalism but not with longer
male labor force participation rate, a 2.32 judicial tenure or the acceptance of case law
percentage point increase in the unemploy- (panel A). Here again, legal origin has a pro-
ment rate, and a 5.67 percentage point rise nounced effect on institutions. Compared to
in the unemployment rate of young males. common law countries, civil law countries
Table 3 shows the results on judicial institu- generally have more legal formalism, lower
tions. Higher income per capita is associated judicial tenure, and sharply lower constitu-
tional acceptance of case law. The estimated turn associated with more secure property
coefficients imply that French legal origin rights and better contract enforcement.
is associated with an increase of 1.49 in the To us, the most important aspect of these
index of legal formalism, a reduction of 0.24 in results is how pervasive is the influence of
judicial tenure, and of 0.67 in case law. These legal origins. Many objections have been
are large effects since legal formalism ranges raised with respect to individual pieces of
from 0.73 to 6.0, and both judicial tenure and this evidence. We address later the most far-
case law range from 0 to 1. reaching criticism, that legal origin is a proxy
Judicial institutions matter for both the for something else, but deal here with more
efficiency of contract enforcement and the parochial concerns. The key point to start
security of property rights (panel B). The esti- with, however, is that objections rarely come
mated coefficients imply that a two-standard to grips with the breadth of the influence of
deviation increase in legal formalism is asso- legal origins on economic outcomes.
ciated with a 67 percentage point increase in We focus on objections to the law and
the time to collect on a check and a reduction finance evidence. The most immediate objec-
of 1.1 in the index of contract enforcement tion is reverse causality: countries improve
(the latter ranges from 3.5 to 8.9). Moreover, their laws protecting investors as their finan-
a two-standard deviation increase in judicial cial markets develop, perhaps under political
tenure is associated with a 0.8 point rise in pressure from those investors. If instrumen-
the property rights index. Finally, a two stan- tal variable techniques were appropriate in
dard deviation increase in case law is asso- this context, a two stage procedure, in which
ciated with an improvement of 0.6 points in in the first stage the rules are instrumented
the property rights index, which ranges from by legal origins, would address this objec-
1 to 5. tion. LLSV (1997, 1998) pursue this strategy.
But even if instrumental variable techniques
3.2 Initial Criticisms
are inappropriate because legal origin influ-
So, what do we learn from these tables? ences finance through channels other than
The economic consequences of legal ori- rules protecting investors, legal origins are
gins are pervasive. Compared to French still exogenous, and to the extent that they
civil law, common law is associated with (a) shape legal rules protecting investors, these
better investor protection, which in turn is rules cannot be just responding to market
associated with improved financial develop- development. Moreover, this criticism in no
ment, better access to finance, and higher way rejects the significance of legal origins in
ownership dispersion, (b) lighter government shaping outcomes; it speaks only to the dif-
ownership and regulation, which are in turn ficulty of identifying the channel.
associated with less corruption, better func- Recent evidence has gone beyond cross-
tioning labor markets, and smaller unofficial section to look at changes in financial devel-
economies, and (c) less formalized and more opment in response to changes in legal rules,
independent judicial systems, which are in thereby relieving the reverse causality con-
cerns. Michael Greenstone, Paul Oyer, and
Annette Vissing-Jørgensen (2006) exam-
ine the effects of the 1964 Securities Act
Daniel Berkowitz and Karen B. Clay (2005, 2006,
Amendments, which increased the disclo-
2007) exploit the fact that ten U.S. states were initially
settled by France, Spain, or Mexico to examine the effects sure requirements for U.S. over-the-coun-
of legal origin. They find that states initially settled by civil ter firms. They find that firms subject to the
law countries granted less independence to their judicia- new disclosure requirements had a statisti-
ries as recently as 1970–90, had lower quality courts in
2001–03, and used different procedures for setting judi- cally significant abnormal excess return of
cial budgets as late as 1960–2000. about 10 percent over the year and a half
that the law was debated and passed relative A second concern about the law and
to a comparison group of unaffected NYSE/ finance evidence is omitted variables—the
AMEX firms. Brian J. Bushee and Christian very reason IV techniques are not suitable
Leuz (2005) obtain similar findings using for identifying the channels of influence.
a regulatory change in the U.S. over-the- How do we know that legal origin influences
counter markets. Nadia Linciano (2003) financial development through legal rules,
examines the impact of the Draghi reforms rather than some other channel (or perhaps
in Italy, which improved shareholder protec- even other rules)? The most cogent version of
tion. The voting premium steadily declined this critique holds that legal origin influences
over the period that the Draghi commit- contract enforcement and the quality of the
tee was in operation, culminating in a drop judiciary, and it is through this channel that
of 7 percent in the premium at the time it effects financial development. Indeed, we
of the passage of the law. Tatiana Nenova know from La Porta et al. (1999, 2004) and
(2006) analyzes how the control premium is Djankov et al. (2003b), as illustrated in table
affected by changes in shareholder protec- 3 above, that common law is associated with
tion in Brazil. She documents that the con- better contract enforcement.
trol value more than doubled in the second This objection is significant since, in reality,
half of 1997 in response to the introduction enforcement and rules are not entirely sepa-
of Law 9457/1997, which weakened minor- rable. A formalistic judiciary might be better
ity shareholder protection. Moreover, control able to enforce bright line rules than broad
values dropped to pre-1997 levels when in legal standards; an independent judiciary
the beginning of 1999 some of the minor- might have a comparative advantage at enforc-
ity protection rules scrapped by the previous ing standards. One way to address this concern
legal change were reinstated. is to control for contract enforcement as best
Turning to the evidence on credit markets, we can. In the regressions above, we control
Djankov et al. (2007) show that private credit for per capita income, which is a crude proxy of
rises after improvements in creditor rights the quality of the judiciary. More recent stud-
and in information sharing in a sample of 129 ies, such as Djankov et al. (2008) and La Porta
countries. For a sample of twelve transition et al. (2006), also control for the quality of con-
economies, Rainer F. H. Haselmann, Pistor, tract enforcement from Djankov et al. (2003b),
and Vikrant Vig (2006) report that lending with the result that both the actual legal rules
volume responds positively to improvements and the quality of contract enforcement mat-
in creditor rights. Sujata Visaria (2006) esti- ter. For the case of credit markets, Mehnaz
mates the impact of introducing specialized Safavian and Siddharth Sharma (2007) show
tribunals in India aimed at accelerating that creditor rights benefit debt markets if the
banks’ recovery of nonperforming loans. country has a good enough court system, but
She finds that the establishment of tribunals not if it does not. Tullio Jappelli, Marco Pagano,
reduces delinquency in loan repayment by and Magda Bianco (2005) find that credit is
between 3 and 10 percentage points. Aldo less widely available in Italian regions with lon-
Musacchio (2008) finds that the development ger trials and larger backlogs of pending trials.
of bond markets in Brazil is correlated with Djankov et al. (2006) combine the rules and
changes in creditors’ rights. Mario Gamboa- their actual enforcement into an integrated
Cavazos and Frank Schneider (2007), in measure of debt enforcement efficiency. This
an exhaustive study of recent bankruptcy measure (see table 1 above) is highly predictive
reform in Mexico, show that changes in legal
rules lowered the time it takes firms to go Matthieu Chemin (2007a, 2007b) shows that reforms
through bankruptcy proceedings and raised of the judiciary improved firms’ access to finance and per-
recovery rates. formance in India and Pakistan, respectively.
of debt market development. The available evi- A second version of the flexibility thesis
dence suggests that both good rules and their stresses the ability of common law courts
enforcement matter, and that the combination to use broad standards rather than specific
of the two is generally most effective. rules in rendering their decisions. This abil-
Another relevant distinction is between ity enables judges to “catch” self-dealing
legal rules and their interpretation. One view or tunneling, and thereby discourages it.
is that the actual legal rules, which might Coffee (1999) has famously called this the
have come from legislation, from appel- smell-test of common law. Simon Johnson
late decisions, or from legislation codifying et al. (2000) examine several legal cases
previous appellate decisions, are shaped by concerning tunneling of assets by corporate
legal origins and in turn shape finance. For insiders in civil law countries, and find that
example, the extensive approval and disclo- the bright line rules of civil law allow corpo-
sure procedures for self-dealing transactions rate insiders to structure legal transactions
discourage them in common law countries, that expropriate outside investors. In con-
as compared to the French civil law coun- trast, the broader standards of common law,
tries (Djankov et al. 2008). such as fiduciary duty, discourage tunneling
Other writers emphasize the flexibility more effectively.
of judicial decision making under common At this point, there is evidence support-
law. One version of this argument suggests ing both the “laws on the books” and the
that common law judges are able or willing “judicial flexibility” theories. As we argue
to enforce more flexible financial contracts, in section 4, both interpretations are also
and that such flexibility promotes financial consistent with the fundamental differences
development (Nicola Gennaioli 2007). Josh between common and civil law.
Lerner and Antoinette Schoar (2005) and
3.3 Recent Findings on Resource
Nittai K. Bergman and Daniel Nicolaievsky
Allocation
(2007) present some evidence in support of
this view. Craig G. Doidge, Andrew Karolyi, Recent years have seen an explosion of
and René M. Stulz (2007) and Reena research on the consequences of legal rules
Aggarwal et al. (2008) also find that national and regulations, many of which are related
legal rules protecting investors improve the to legal origins, for resource allocation. We
ability of firms to develop company-specific briefly review this evidence before turning
corporate governance mechanisms. In the to the interpretation.
context of labor markets, Beth Ahlering and Perhaps the largest body of work con-
Simon Deakin (2005) likewise argue that in cerns the effect of financial development on
civil law countries, unlike in common law resource allocation. Many of these papers
ones, freedom of contract is counterbalanced use LLSV indicators of investor protection,
by the exercise of public power for the pro- as well as legal origins as instruments for
tection of workers in the French tradition, financial development. The central paper
and the communitarian conception of the here is Raghuram Rajan and Zingales (1998),
enterprise in the German one. Pistor (2006) who find that, in financially developed coun-
presents a legal and historical account of the tries, sectors which for technological rea-
greater contractual flexibility in common law, sons depend more on external finance grow
the reason being that contractual freedom is faster. In a similar spirit, Jeffrey Wurgler
unencumbered by social conditionality. (2000) finds that financially developed
Naomi R. Lamoreaux and Jean-Laurent Rosenthal

(2005) dispute the flexibility hypothesis by pointing to organization in France than in the United States in the
the broader range of legally acceptable forms of business nineteenth century.
countries exhibit a higher responsiveness of enforcement specialize in the production of

investment to growth opportunities.10 goods for which relationship-specific invest-
Several studies use the data from Botero ments are more important. Pol Antras, Mihir
et al. (2004) to examine the effects of labor A. Desai, and C. Fritz Foley (2007) find that
regulation on resource allocation. Ricardo J. weak investor protections limit the scale of
Caballero et al. (2004) find that, in countries multinational firm activity, increase the reli-
with strong rule of law, higher job security is ance on FDI flows, and alter the decision to
associated with slower adjustment to shocks deploy technology through FDI rather than
and lower productivity growth. Gaëlle Pierre licensing.
and Stefano Scarpetta (2007) show that Finally, a growing body of research shows
employment regulations lead to substitution that costly regulation can reduce the benefits
from permanent to temporary employment. of international trade. Jose Ernesto López-
John Haltiwanger, Scarpetta, and Helena Córdova (2007) finds that exporting firms
Schweiger (2006) and Alejandro Micco and grow 4 percentage points faster after trade
Carmen Pagés (2006) find that legal employ- liberalization in countries with less burden-
ment protections reduce labor turnover. some labor regulations. Using cross-coun-
Alejandro Cuñat and Marc J. Melitz (2006) try data, Caroline Freund and Bineswaree
find that countries with light labor mar- Bolaky (2007) show that trade openness has
ket regulations specialize in volatile indus- a positive impact on per capita income only
tries. Francine Lafontaine and Jagadeesh in countries with low regulation of entry.
Sivadasan (2007) study one firm operating in Norman Loayza, Linda Kaltani, and Roberto
forty-three countries, and find that employ- Chang (2005) present a similar finding for
ment protections lead to labor misalloca- labor market regulation. Elhanan Helpman,
tion, delayed entry, and operation of fewer Melitz, and Yona Rubinstein (2008) find that
outlets. the probability that two countries trade is
Entry regulations, another sphere influ- smaller when the cost of entry regulation is
enced by legal origins, also affect resource high in both countries.
allocation. Fisman and Virginia Sarria- All this evidence suggests that, through
Allende (2004) find that entry regulations their effect on finance, labor markets, and
distort industry structure and promote con- competition, legal origins indeed influence
centration. Leora Klapper, Laeven, and Rajan resource allocation. This raises the question
(2006) and Djankov et al. (2007b) show that of whether one can take the next step and
such regulations stifle entry. Ciccone and connect legal origins to aggregate economic
Papaioannou (2006c) report that countries growth. This, however, has proved to be dif-
with lower entry regulations see more entry ficult, as we explain next.
in industries that experience expanding Mahoney (2001) shows that, in the recent
global demand and technology shifts. period, common law countries have grown
Two other papers use our variables to faster than French legal origin countries.
examine the effects of contract enforcement Mahoney is indeed correct: during 1960–
on the structure of production. Nathan Nunn 2000, compared to the common law coun-
(2007) finds that countries with good contract tries, GDP per capita in the French legal
origin countries has grown about 0.6 percent-
10 Other papers in this area include Stijn Claessens
age point slower per year. On the other hand,
and Luc Laeven (2003), Matías Braun (2003), Raymond German legal origin countries grew faster
Fisman and Inessa Love (2004), Thorsten Beck, Asli than the common law countries. Depending
Demirguc-Kunt, and Levine (2005), Enrico C. Perotti on the specification, there are similar differ-
and Paolo F. Volpin (2004), Antonio Ciccone and Elias
Papaioannou (2006a, 2006b), Alain De Serres et al. ences in the growth rates of GDP per worker,
(2006), and Geert Bekaert et al. (2007). capital stock per worker, and productivity.
These results, however, are not particu- The evidence also shows that legal origins
larly robust. The growth effects of legal ori- influence patterns of growth within indus-
gins become weaker once we control for a tries, but it is less clear that legal origins
measure of human capital, namely average predict aggregate growth. The last finding
years of schooling in 1960—a standard con- resonates with the obvious observation made
trol in such regressions. Indeed, throughout by LLSV (1998) that countries like France
the 1960–2000 period, years of schooling and Belgium achieved high living standards
are sharply higher in common law countries despite their legal origin. One possible expla-
than in French legal origin ones, even hold- nation of the aggregate growth evidence is
ing per capita income constant. Interestingly, that civil law countries have found compen-
Jacek Rostowski and Bogdan Stacescu (2006) sating mechanisms to overcome the bag-
argue that legal origins should enter the gage of their legal tradition in the long run.
growth equation precisely through educa- Another possibility is that the last forty years
tion because England pursued more enlight- have been unrepresentative and that, in the
ened educational policies in its colonies than long run, there are periods that advantage
did France. French colonial education was civil law regimes (such as state-led growth).
largely guided by the idea of assimilation, We do not know which of these, or some
with French textbooks, French teachers, other explanation, is correct.11
and instruction in French. The British, in All this evidence leaves us with a major
contrast, adapted colonial education to local question: why do legal origins matter, and
conditions and taught in vernacular. This why do they matter in such a pervasive way
is a very original theory, and we hope it is for both rules and economics outcomes?
developed. What are the historical and structural differ-
The most obvious potential channel of ences among common and civil law countries
influence of legal origins on growth is finan- that have such pervasive consequences for
cial development, since legal origins have both the specific legal and regulatory rules
such strong effects on finance. Using legal and major economic outcomes? We attempt
origins as instruments, Beck, Levine, and to answer this question in the next section.
Loayza (2000) and Levine, Loayza, and
Beck (2000) find that private debt market
4. Explaining the Facts
development is a statistically significant and
quantitatively important predictor of growth. The correlations documented in the pre-
Again, however, one needs to be careful, vious section require an explanation. LLSV
both because (as we argued above) the exclu- (1997, 1998) do not advance such an expla-
sion restriction is unlikely to be satisfied and nation, although in a broader study of gov-
because the results are often sensitive to the ernment institutions, LLSV (1999) follow
inclusion of other variables, such as alterna- Friedrich A. Hayek (1960) and suggest that
tive measures of human capital. common law countries are more protective
In sum, there is by now a great deal of of private property than French legal origin
evidence that legal origins influence legal ones. In the ensuing years, many academ-
rules and regulations, which in turn have ics, ourselves included, used the historical
substantial impact on important economic narrative to provide a theoretical founda-
outcomes—from financial development, to tion for the empirical evidence (see Glaeser
unemployment, to investment and entry, to
the size of unofficial economy, to interna-
11 We note, however, that the evidence on the relation-
tional trade. Much of this evidence suggests
ship between institutions and aggregate growth more gen-
that common law is associated with better erally, which seemed substantial a few years ago, has been
economic outcomes than French civil law. crumbling (see Edward L. Glaeser et al. 2004).
and Shleifer 2002, Djankov et al. 2003a, the ability of appellate common law courts
and Mulligan and Shleifer 2005b). In this to make legal rules, thereby becoming an
section, we begin with the alternative his- independent source of legal change separate
torical explanations and then try to revise, from Parliament. Judicial independence and
synthesize, and advance previous theoretical law-making powers in turn made judging a
accounts into the Legal Origins Theory.12 highly attractive and prestigious occupation.
In contrast, the French judiciary was
4.1 Revolutionary Explanations
largely monarchist in the eighteenth cen-
The standard explanation of the differ- tury (many judges bought offices from the
ences between common law and French king) and ended up on the wrong side of
civil law in particular, and to a lesser extent the French Revolution. The revolutionaries
German law, focuses on seventeenth–nine- reacted by seeking to deprive judges of inde-
teenth century developments (Merryman pendence and law-making powers, to turn
1969, Zweigert and Kötz 1998, Daniel them into automata in Napoleon’s felicitous
Klerman and Mahoney 2007). According to phrase. Following Charles M. de Secondat
this theory, the English lawyers were on the Montesquieu’s (1748) doctrine of separation
same winning side as the property owners in of powers, the revolutionaries proclaimed
the Glorious Revolution, and in opposition to legislation as the sole valid source of law
the Crown and to its courts of royal preroga- and explicitly denied the acceptability of
tive. As a consequence, the English judges judge-made law. “For the first time, it was
gained considerable independence from the admitted that the sovereign is capable of
Crown, including lifetime appointments in defining law and of reforming it as a whole.
the 1701 Act of Settlement. A key corollary True, this power is accorded to him in order
of such independence was the respect for to expound the principles of natural law.
private property in English law, especially But as Cambaceres, principal legal adviser
against possible encroachments by the sover- to Napoleon, once admitted, it was easy to
eign. Indeed, common law courts acquired change this purpose, and legislators, outside
the power to review administrative acts: of any consideration for “natural laws” were
the same principles applied to the depriva- to use this power to transform the basis of
tion of property by public and private actors society” (David and Brierley 1985, p. 60).
(Mahoney 2001, p. 513). Another corollary is Hayek (1960) traces the differences
respect for the freedom of contract, includ- between common and civil law to distinct
ing the ability of judges to interpret contracts conceptions of freedom. He distinguishes
without a reference to public interest (Pistor two views of freedom directly traceable to
2006). Still another was the reassertion of the predominance of an essentially empiri-
cist view of the world in England and a
rationalist approach in France: “One finds
12 Legal Origins Theory is intimately related to the the essence of freedom in spontaneity and
discussion of the varieties of capitalism, which (typically the absence of coercion, the other believes
in the context of the OECD economies) distinguishes it to be realized only in the pursuit and
between liberal and coordinated market economies, the
latter having firms that “depend more heavily on non- attainment of an absolute social purpose;
market relationships to coordinate their endeavors with one stands for organic, slow, self-conscious
other actors to construct their core competencies” (Peter growth, the other for doctrinaire deliberate-
A. Hall and David Soskice 2001, p. 8). As Pistor (2006)
points out, all the liberal market economies in the OECD ness; one for trial and error procedure, the
are common law countries, and all the coordinated ones other for the enforced solely valid pattern”
are civil law ones. The literature on the variety of capital- (p. 56). To Hayek, the differences in legal
isms has long looked for an objective measure of different
types; perhaps it should have looked no further than legal systems reflect these profound differences in
origins. philosophies of freedom.
To implement his strategy, Napoleon pro- Over decades, new French courts were cre-
mulgated several codes of law and procedure ated, and they as well as older courts increas-
intended to control judicial decisions in all ingly became involved in the interpretation
circumstances. Judges became bureaucrats of codes, which amounted to the creation
employed by the State; their positions were of new legal rules. Even so, the law-making
seen as largely administrative, low-prestige role of French courts was never explicitly
occupations. The ordinary courts had no acknowledged, and never achieved the scope
authority to review government action, ren- of their English counterparts.
dering them useless as guarantors of prop- Perhaps more importantly for cross-coun-
erty against the state. try analysis, the developing countries into
The diminution of the judiciary was also which the French legal system was trans-
accompanied by the growth of the admin- planted apparently adhered faithfully to
istrative, as Napoleon created a huge and the Napoleonic vision. In those countries,
invasive bureaucracy to implement the state’s judges stuck to the letter of the code, resolv-
regulatory policies (Isser Woloch 1994). ing disputes based on formalities even when
Under Napoleon, “the command orders the law needed refinement. Luca Enriques
were now unity of direction, hierarchically (2002) shows that, even today, Italian mag-
defined participation in public affairs, and istrates let corporate insiders expropriate
above all the leading role assigned to the investors with impunity, as long as formally
executive bureaucracy, whose duty was to correct corporate decision-making proce-
force the pace and orient society through the dures are followed. In the transplant and to
application from above of increasingly com- some extent even in the origin countries, leg-
prehensive administrative regulations and islation remained, at least approximately, the
practices” (Stuart Woolf 1992, p. 95). sole source of law, judicial law making stayed
Merryman (1969) explains the logic of cod- close to nonexistent, and judges retained their
ification: “If the legislature alone could make bureaucratic status. Merryman (1996) memo-
laws and the judiciary could only apply them rably writes that “when the French exported
(or, at a later time, interpret and apply them), their system, they did not include the infor-
such legislation had to be complete, coherent, mation that it really does not work that way,
and clear. If a judge were required to decide and failed to include the blueprint of how it
a case for which there was no legislative pro- actually does work” (p. 116). This analysis
vision, he would in effect make law and thus of the “French deviation” may explain the
violate the principle of rigid separation of considerable dynamism of the French law as
powers. Hence it was necessary that the legis- compared to its transplant countries, where
lature draft a code without gaps. Similarly, if legal development stagnated. The French
there were conflicting provisions in the code, emphasis on centralized bureaucratic control
the judge would make law by choosing one may have been the most enduring influence
rather than another as more applicable to the of transplantation.
situation. Hence there could be no conflicting Although less has been written about
provisions. Finally, if a judge were allowed to German law, it is fair to say that it is a bit
decide what meaning to give to an ambiguous of a hybrid (John P. Dawson 1960, 1968,
provision or an obscure statement, he would Merryman 1969, Zweigert and Kötz 1998).
again be making law. Hence the code had to Like the French courts, German courts
be clear” (p. 30). had little independence. However, they had
Yet, according to Merryman (1996), greater power to review administrative acts,
Napoleon’s experiment failed in France, as and jurisprudence was explicitly recognized
the notion that legislation can foresee all as a source of law, accommodating greater
future circumstances proved unworkable. legal change.
The historical analysis has three key impli- (2007) argue in the spirit of Benjamin N.
cations for the economic consequences of Cardozo (1921) and Julius Stone (1985) that
legal origins. First, the built-in judicial inde- the central strategy of judicial law mak-
pendence of common law, particularly in the ing is distinguishing cases from precedents,
cases of administrative acts affecting indi- which has an unintended benefit that the
viduals, suggests that common law is likely to law responds to a changing environment.
be more respectful of private property and The quality of law improves on average even
contract than civil law. when judges pursue their policy preferences;
Second, common law’s emphasis on judi- law making does not need to be benevolent.
cial resolution of private disputes, as opposed The theoretical research on the adaptability
to legislation, as a solution to social problems, of common law has received some empirical
suggests that we are likely to see greater support in the work of Beck, Demirguc-
emphasis on private contracts and orderings, Kunt, and Levine (2003), who show that the
and less emphasis on government regulation, acceptability of case law variable from La
in common law countries. To the extent that Porta et al. (2004) captures many of the ben-
there is regulation, it aims to facilitate pri- efits of common law for financial and other
vate contracting rather than to direct par- outcomes. On the other hand, a recent study
ticular outcomes. Pistor (2006) describes of the evolution of legal doctrine governing
French legal origin as embracing socially construction disputes in the United States
conditioned private contracting, in contrast over the period of 1970–2005 finds little evi-
to common law’s support for unconditioned dence either that legal rules converge over
private contracting. Damaska (1986) calls time, or that they move toward efficient solu-
civil law “policy-implementing,” and com- tions (Anthony Niblett, Posner, and Shleifer
mon law “dispute resolving.” 2008).
Third, the greater respect for jurispru-
4.2 Medieval Explanations
dence as a source of law in the common
law countries, especially as compared to The idea that the differences between
the French civil law countries, suggests that common and civil law manifest themselves
common law will be more adaptable to the for the first time during the Enlightenment
changing circumstances, a point emphasized seems a bit strange to anyone who has heard
by Hayek (1960) and more recently Levine of Magna Carta. Some of the differences
(2005). These adaptability benefits of com- were surely sharpened, or even created, by
mon law have also been noted by scholars the English and the French Revolutions.
in law and economics (Richard Posner 1973, For example, judges looked to past judicial
Paul H. Rubin 1977, George L. Priest 1977, decisions for centuries in both England
Giacomo A. M. Ponzetto and Patricio A. and France prior to the revolutions (Gino
Fernandez forthcoming), who have made Gorla and Luigi Moccia 1981). However, the
the stronger claim that, through sequential explicit reliance on precedent as a source of
decisions by appellate courts, common law law (and the term precedent itself) is only a
evolves not only for the better but actually seventeenth and eighteenth century develop-
toward efficient legal rules. The extreme ment in England (Harold J. Berman 2003).
hypothesis of common law’s efficiency is Likewise, the denial of the legal status of
difficult to sustain either theoretically or precedent in France is a Napoleonic rather
empirically, but recent research does suggest than an earlier development.
that the ability of judges to react to changing But in other respects, important differ-
circumstances—the adaptability of common ences predate the revolutions. The English
law—tends to improve the law’s quality over judges fought the royal prerogative, used
time. For example, Gennaioli and Shleifer juries to try criminal cases, and pressed the
argument that the King (James) was not Edward Coke’s early seventeenth century
above the law early in the seventeenth cen- insistence that the king is not above the law
tury. They looked down on the inquisitorial is neither a continental nor a postrevolution-
system that flourished on the Catholic con- ary phenomenon. The Glorious Revolution
tinent. In light of such history, it is hard to eliminated the courts of royal prerogative,
sustain the argument that the differences and eventually enshrined the principles
between common and civil law only emerged of judicial independence in several acts of
through revolutions. Parliament.
Several distinguished legal historians, Glaeser and Shleifer (2002) present a
including Dawson (1960) and Berman theoretical model intended to capture this
(1983), trace the divergence between French comparative twelfth and thirteenth century
and English law to a much earlier period, narrative, but with an economic twist. They
namely the twelfth and thirteenth centuries. argue that England was a relatively peaceful
According to this view, the French Crown, country during this period, in which decen-
which barely had full control over the Ile tralized dispute resolution on the testimony
de France let alone other parts of France, of independent knights (juries) was efficient.
adopted the bureaucratic inquisitorial sys- France was a less peaceful country, in which
tem of the Roman Church as a way to unify high nobles had the power to subvert decen-
and perhaps control the country. The system tralized justice, and hence a much more cen-
persisted in this form through the centuries, tralized system, organized, maintained, and
although judicial independence at times protected by the sovereign, was required to
increased as judges bought their offices from administer the law. Roman law provided the
the Crown. Napoleonic bureaucratization backbone of such a system. This view sees the
and centralization of the judiciary is seen as developments of seventeenth and eighteenth
a culmination of a centuries-old tug of war centuries as reinforcing the structures that
between the center and the regions. evolved over the previous centuries.
England, in contrast, developed jury tri- Regardless of whether the revolutionary or
als as far back as the twelfth century and the medieval story is correct, they have similar
enshrined the idea that the Crown cannot empirical predictions. In the medieval narra-
take the life or property of the nobles with- tive, as in the revolutionary one, common law
out due process in the Magna Carta in 1215. exhibits greater judicial independence than
The Magna Carta stated: “No freeman shall civil law, as well as greater sympathy of the
be taken or imprisoned or disseised or out- judiciary toward private property and con-
lawed or exiled or in any way ruined, nor tract, especially against infringements by the
will we go or send against him, except by the executive. In both narratives, judicial law mak-
lawful judgment of his peers or by the law of ing and adaptation play a greater role in com-
the land.” The Magna Carta established the mon than in civil law, although this particular
foundations of the English legal order. As in difference might have been greatly expanded
France, such independence was continuously in the Age of Revolutions. The historical
challenged by the Crown, and the courts of accounts may differ in detail, but they lead to
royal prerogative, subordinate to the Crown, the same place as to the fundamental features
grew in importance in the sixteenth century, of law. These features, then, carry through the
during the reign of Queen Elizabeth. Yet, as process of transplantation, and appear in the
we indicated earlier, even during Elizabeth’s differences among legal families.
reign, and much more so during those of
4.3 Legal Origins Theory
James I and Charles I, Parliament and courts
repeatedly reaffirmed the rights of indi- Legal Origins Theory has three basic
viduals against royal demands. Chief Judge ingredients. First, regardless or whether the
medieval or the revolutionary narrative is the was so different from what the French or the
correct one, by the eighteenth or nineteenth Spaniards brought, and that had such per-
centuries England and Continental Europe, sistent consequences? They key point is that
particularly France, have developed very dif- transplantation involves not just specific legal
ferent styles of social control of business, and rules (many of which actually change later)
institutions supporting these styles. Second, but also legal institutions (or which judicial
these styles of social control, as well as legal independence might be the most important),
institutions supporting them, were trans- human capital of the participants in the legal
planted by the origin countries to most of system, and crucially the strategy of the law
the world, rather than written from scratch. for dealing with new problems. Successive
Third, although a great deal of legal and generations of judges, lawyers, and politi-
regulatory change has occurred, these styles cians all learn the same broad ideas of how
have proved persistent in addressing social the law and the state should work. The legal
problems. system supplies the fundamental tools for
Djankov et al. (2003a) propose a particu- addressing social concerns and it is that sys-
lar way of thinking about the alternative legal tem, as defined by Zweigert and Kötz, with
styles. All legal systems seek to simultane- its codes, distinctive institutions, modes of
ously address twin problems: the problem of thought and even ideologies, that is very slow
disorder or market failure and the problem of to change.
dictatorship or state abuse. There is an inher- The fact that legal system is slow to change
ent trade-off in addressing these twin prob- does not mean that specific legal rules and
lems: as the state becomes more assertive in regulations never change. As we discuss
dealing with disorder, it may also become below, governments in both common and
more abusive. We can think of the French civil law countries entered many new spheres
civil law family as a system of social control of social control in the twentieth century, but
of economic life that is relatively more con- typically in ways consistent with their legal
cerned with disorder, and relatively less with traditions. In some more stable areas of law,
dictatorship, in finding solutions to social and such as legal procedure, there is sometimes
economic problems. In contrast, the common a great deal of rigidity even in the specific
law family is relatively more concerned with rules. Aron Balas et al. (2008) compute the
dictatorship and less with disorder. These index of the formalism of legal procedure,
are the basic attitudes or styles of the legal considered in table 3, for twenty common
and regulatory systems, which influence the law and twenty civil law countries over the
“tools” they use to deal with social concerns. period 1950–2000. Consistent with Djankov
Of course, common law does not mean anar- et al. (2003b), they find that formalism is
chy, as the government has always maintained higher in common than in civil law countries
a heavy hand of social control; nor does civil in 2000, but also in 1950. Perhaps more sur-
law mean dictatorship. Indeed, both systems prisingly, formalism is extraordinarily stable.
seek a balance between private disorder and Among common law countries, the average
public abuse of power. But they seek it in of the ratio of 2000 to 1950 procedural for-
different ways: common law by shoring up malism is 0.90; among civil law countries,
markets, civil law by restricting them or even the average of this ratio is 1.10. The data
replacing them with state commands. reflects significant persistence of the differ-
Legal Origins Theory raises the obvious ences among legal origins, with no evidence
question of how the influence of legal ori- of convergence.
gins has persisted over the decades or even The reader might wonder at this point
centuries. Why so much hysteresis? What is whether Legal Origin Theory simply identi-
it that the British brought on the boats that fies legal families with different “ideologies”
or “cultures.” To the extent that ideologies or According to Randall K. Morck and Lloyd
cultures refer to the beliefs about how the Steier (2005), “the responses of the Dutch,
law should deal with social problems, Legal Italian, Japanese, and Swedish governments
Origin Theory clearly accepts the view that to the financial crisis of the 1920s and 1930s
ideologies and cultures are crucial for the were to substitute various mechanisms of
persistent influence of legal families. But state-controlled capital allocation for their
the central point is that the reason for per- stock markets” (p. 39). “A similar succes-
sistence is that the beliefs and ideologies sion of financial manias, panics, and crises
become incorporated in legal rules, institu- in Britain, Canada, and the United States
tions, and education and, as such, are trans- ultimately strengthened shareholder rights”
mitted from one generation to the next. It is (p. 39). The United States responded to the
this incorporation of beliefs and ideologies Great Depression by introducing securi-
into the legal and political infrastructure that ties regulation and deposit insurance. These
enables legal origins to have such persistent strategies intended to rehabilitate and sup-
consequences for rules, regulations, and eco- port markets, not to replace them. Even
nomic outcomes. Roosevelt’s most radical aspirations fell short
The account of legal origins has implica- of nationalization. This contrast between the
tions for how the government responds to replacement of markets by state solutions in
new needs both across activities and over civil law countries and the rehabilitation of
time. Essentially, the toolkit of civil law markets in common law countries appears
features more prominently such policies quite pervasive.
as nationalization and direct state control; One form of government reaction to new
the toolkit of common law features more circumstances is the expansion of public
litigation and market-supporting regulation. involvement into new spheres. Economic his-
Mulligan and Shleifer (2005b) argue that, torians have sometimes argued that, because
by specializing in such “policy-implement- legal origins have differed for centuries, one
ing” solutions, the civil law system tends to should observe equally sharp differences in
expand the scope of government control to rules and regulations in the nineteenth cen-
new activities when a need arises. Perhaps tury as well. This, of course, does not follow.
the best known historical example of this is To the extent that public intervention in mar-
the vast expansion of military conscription kets changes over time and responds to social
in France under Napoleon, made possible needs or political imperatives, laws and regu-
by the already existing presence of govern- lations will change as well, but in ways that
ment bureaucracy that could administer the are consistent with legal traditions. Both
draft in every French village (Woloch 1994). labor laws and securities laws are creatures of
Because the state’s presence on the ground the twentieth century; they were introduced
is less pervasive under the common law, it as a response to perceived social needs. Yet,
tends not to rely as extensively on adminis- as the evidence in section 3 shows, these laws
trative solutions and more on “market-sup- took different forms in countries from differ-
porting” or “dispute-resolving” ones. ent legal traditions, consistent with broad
Likewise, one can argue that, when the strategies of how the state intervenes.
market system gets into trouble or into a Ahlering and Deakin (2005) elaborate
crisis, the civil law approach is to repress it this point in the context of labor laws. They
or to replace it with state mandates, while argue that the current differences between
the common law approach is to shore it up. the labor laws of Britain and Continental
One place to see this might be the regula- Europe can be traced to the differences in
tory response to the Great Depression and the ways common and civil law systems saw
financial crises of the twentieth century. the role of the enterprise as far back as the
Industrial Revolution. Common law saw the in a country might bring into one domain a
enterprise as an unencumbered property or set of tools that has been used in another,
the employer, with the workers relegated to based on either philosophical outlook or a
contractual claims on the surplus from pro- desire for consistency, with adverse results.
duction. In contrast, civil law saw property For example, the strategy of extensive inter-
and responsibility as two sides of the same locutory appeals that is standard in a civil law
coin. Thus, the support provided by the system can slow down a bankruptcy proceed-
legal system to the freedom of contract and ing, where time is of the essence, and lead
property rights was counterbalanced in the to a large loss of value (Djankov et al. 2006).
French tradition by the exercise of public Third, additional inefficiencies may arise
power for the protection of workers, and in from transplantation. A regulatory approach
the Germanic tradition by the communitar- that works well in France may become little
ian conception of the enterprise. Ahlering but a source of corruption and delay in a poor
and Deakin suggest that these differences in West African country. As we show in section
“legal cultures” persist even today. 8, an understanding of regulatory inefficien-
Crucially, the Legal Origins Theory does cies afforded by the Legal Origins Theory
not say that common law always works bet- can form the basis of reform.
ter for the economy. As Glaeser and Shleifer To reiterate, no country exhibits a system
(2002, 2003) show, regulation and state con- of social control that is an ideal type; all
trol may well be efficient responses to dis- countries mix the two approaches. Common
order, where common-law solutions fail to law countries are quite capable of civil law
sustain markets.13 Indeed, all countries effi- solutions, and vice versa. Nonetheless, the
ciently resort to the quintessentially civil law empirical prediction of the Legal Origin
solution of planning in time of war and add Theory is that the differences between legal
good dollops of state intervention and control origins are deep enough that we observe
in response to major threats to order, such them expressed in the different strategies
as terrorism. Glaeser and Shleifer (2003) of social control of economic life even after
interpret the early twentieth century rise of centuries of legal and regulatory evolution.
the regulatory state in the United States as Perhaps because the legal system is such a
an efficient response to the subversion of the difficult-to-change element of social order,
justice system by large corporations. supported by legal institutions, human capi-
Legal Origin Theory also does not imply tal, and expectations, legal origins survive
that the outcomes we observe are always or both time and transplantation. This, we sub-
even typically efficient within a given legal mit, is what gives them explanatory power.
family. There are several reasons for ineffi-
4.4 Interpretation of the Evidence
ciency, quite aside from interest group politics.
First, at the most basic level, the tools used In interpreting the evidence in light of the
by a legal system may lead to outcomes that Legal Origins Theory, it is easiest to pro-
are worse than the initial problem. Excessive ceed in reverse: from judicial independence
regulation of entry in civil law countries is a to government regulation to finance. The
good example. Second, courts or legislators evidence on judicial independence directly
confirms the predictions. As we saw in table
3, compared to French civil law, common
13 Critically from the perspective of the developing law countries have less formalized contract
countries, Glaeser and Shleifer (2003) show that, when all enforcement, longer constitutional tenure
mechanisms of state action can be subverted by private of Supreme Court judges (a direct indicator
interests, the best policy might be to do nothing and leave
the markets alone, even in the presence of substantial of independence), and greater recognition
market failure. of case law as a source of law, which Beck,
Demirguc-Kunt, and Levine (2003) use as are higher in common law countries, predict
an indicator of adaptability. Also consistent financial development. Is this evidence con-
with the Legal Origins Theory, these char- sistent with Legal Origins Theory?
acteristics of legal systems predict both the The answer, we believe, is yes. Common
efficiency of contract enforcement—mea- law countries succeed in finance because
sured objectively and subjectively—and the their regulatory strategies seek to sustain
security of property rights. markets rather than replace them. Returning
The evidence on government regulation to the examples of securities regulation and
is consistent with the Legal Origins Theory of the often-statutory regulation of self-deal-
as well. The historical evidence suggests that ing transactions, the statutory requirements
civil law countries are more likely to address of disclosure originate in the common law
social problems through government own- of fiduciary relationships. Market forces on
ership and mandates, whereas common law their own are not strong enough, and contract
countries are more likely to do so through claims not cheap enough to pursue, to pro-
private contract and litigation. When com- tect investors from being cheated. A regula-
mon law countries regulate, we expect their tory framework that offers and enforces such
regulation to support private contracting protection, and makes it easier for investors
rather than dictate outcomes. We see those to seek legal remedies to rectify the wrongs
differences across a broad range of activi- even when doing so relies on public action,
ties—from entry and labor regulation to allows more extensive financial contracting.
recruitment of armies. We also see that civil The form of statutory protection of investors
law countries exhibit heavier government in common law countries, as compared to
ownership of both the media and banks. civil law countries, is consistent with Legal
The theory is also consistent with the evi- Origins Theory. Finance falls into line with
dence on finance. The better protection of other evidence.
both shareholders and creditors in common
law countries than especially in the French
5. Legal Origins and Culture
civil law ones is consistent with the principal
historical narrative of the greater security of In this section and the next two, we address
private property and better contract enforce- the central criticism of research on legal ori-
ment under common law. Moreover, as noted gins: that they are merely proxy for other
by Beck, Demirguc-Kunt, and Levine (2003), factors influencing legal rules and outcomes.
financial markets may be an area where the The three factors we consider are culture,
adaptability of judge-made rules, as exem- history, and politics. We stress from the out-
plified by the American Delaware courts, is set that it is not our position, nor our objec-
especially beneficial. tive in these sections, to show that culture,
Mark J. Roe (2006) points out that many of history, or politics are unimportant for legal
the legal rules protecting investors in common and regulatory rules. All of them are clearly
law countries are statutory rather than judge- important, and there is a great deal of evi-
made, so in many crucial respects regulation dence confirming their roles (see, e.g., Luigi
rather than judge-made law is responsible for Guiso, Sapienza, and Zingales 2004, 2006
investor protection. Securities laws in gen- on the role of culture). Our point is rather
eral, and disclosure rules in particular, which to establish, as clearly as possible, a much
La Porta et al. (2006) show to provide some more modest yet central to the Legal Origins
of the most effective investor protections, are Theory proposition that legal origins are not
entirely statutory. Howell Jackson and Roe proxies for something else.
(2007) further argue that the budgets and We begin with culture, which has been
staffing levels of securities regulators, which considered as a potential explanation of the
evidence on legal origins. Stulz and Rohan (2007). Although the papers differ in detail,
Williamson (2003) suggest that, in light of they have a common theme, so we take the
the hostility of some of the religious tradi- liberty of providing an integrated account.
tions to lending on interest, religion may be a Also, while some of the papers cover devel-
more fundamental determinant of legal rules oping countries, virtually all of them deal
governing creditor protection than legal tra- with Western Europe, or the Wealthy West,
dition. Amir N. Licht, Chanan Goldschmidt, a point we return to below.
and Shalom H. Schwartz (2005) present a According to the political theories, some-
more sweeping case, using psychological time in the middle of the twentieth century,
measures of cultural attitudes to predict legal Continental European countries formed alli-
rules. So are legal origins merely proxies for ances between families that controlled firms
cultural variables? and (typically organized) labor. In many cases,
Table 4 shows the facts. First, religion is not these alliances were a response to crises from
nearly as important a determinant of credi- hyperinflation, depression, or defeat in war.
tor rights as legal origin (see Djankov et al. These political alliances sought to win elec-
2007). Second, most indices of cultural atti- tions in order to secure the economic rents of
tudes do not influence creditor rights holding the insiders, and to keep them from the “out-
legal origin constant. There is some evidence siders,” such as unorganized labor, minor-
that a nation’s masculinity (defined as “the ity shareholders, corporate challengers, or
degree to which the society reinforces, or potential entrants. When these alliances won
does not reinforce, the traditional masculine elections, they wrote legal rules to benefit
work role model of achievement, control, and themselves. The families secured poor pro-
power”) is not conducive to creditor protec- tection of outside shareholders, so they could
tion, while belief in the independence of hold on to the private benefits of control.
children is, but neither variable makes much Labor got social security and worker protec-
of a dent in the effect of legal origin on credi- tion laws, which maintained employment
tor rights. and wages of the insiders. Both the families
Cultural variables, then, do not make much and labor secured the laws protecting them
of a dent in the explanatory power of legal against product market competition, such as
origins. We note, however, that the notions regulation of entry. The legal rules observed
of culture we consider focus on religion and in the data, then, are outcomes of this demo-
broad social attitudes. One can alternatively cratic process and not of any “permanent”
include in culture beliefs about the law, regu- conditions, such as legal origins.
lation, and the role of the state. This theory The political story is part of a broader nar-
of culture is of course broadly consistent with rative of Continental European history in
our views. the twentieth century, in which the response
to crisis is variously characterized by the
rise of proportional representation (Alberto
6. Legal Origins and Politics
Alesina and Glaeser 2004, Torsten Persson
A broader challenge to the explanatory and Guido Tabellini 2003), socialist poli-
power of legal origins has been posed by polit- tics (Alesina and Glaeser 2004), and social
ical theories of corporate finance. There are democracy (Roe 2000). The United States
now many papers in this literature, including was spared these political developments and,
Martin Hellwig (2000), Rajan and Zingales therefore, did not get the laws adopted on the
(2003), Pagano and Volpin (2005, 2006), Continent. Some implications of these theo-
Perotti and Ernst-Ludwig Von Thadden ries are broadly consistent with the evidence:
(2006), and Roe (2000, 2006), and even a countries that have strong shareholder pro-
recent survey by Stephen Haber and Perotti tection indeed have weak protection of labor
Table 4
Creditor rights, Culture, and Legal Origin
(1) (2) (3) (4) (5) (6) (7) (8) (9) (10) (11)
Dependent Variable: Creditor’s Rights in 2002
% catholic –0.2561
[0.2283]
Power Distance 0.0013
Index [0.0096]
Individualism –0.0073
[0.0079]
Uncertainty –0.0100
Avoidance Index [0.0062]
Masculinity –0.0198c
[0.0099]
% agree child –0.4113
obedience is [0.7531]
important
% agree child 1.3655b
independence is [0.6010]
important
% agree parents –0.5432
must do their [0.9007]
best for children
% agree that –1.3109
parents must be [0.8417]
respected
regardless
% agree family life 0.0726
is very important [1.2854]
% agree strangers 0.6841
can generally be [0.8051]
trusted
French Legal –0.7585a –0.8578b –0.9374a –0.4519 –1.0133a –0.8542b –0.7470b –0.8351b –0.7563b –0.7979b –0.8246b
Origin [0.2383] [0.3431] [0.3417] [0.3917] [0.3669] [0.3361] [0.3447] [0.3519] [0.3468] [0.3534] [0.3302]
German Legal –0.1320 –0.5119 –0.5528 –0.2347 –0.2764 –0.2798 –0.3270 –0.2318 –0.1893 –0.1542 –0.2004
Origin [0.2603] [0.4472] [0.4197] [0.4485] [0.4253] [0.3913] [0.3470] [0.3816] [0.3519] [0.3960] [0.3623]
Scandinavian Legal –1.0091b –0.8831 –0.9013 –0.9597c –1.7406b –0.7378 –0.9349 c –0.6631 –1.0181b –0.6091 –0.8950
Origin [0.4804] [0.5768] [0.5625] [0.5382] [0.6865] [0.5724] [0.5316] [0.5773] [0.4938] [0.5908] [0.6500]
Log(GDP per 0.2415a 0.2573 0.3920 c 0.2770 0.2480 –0.0823 –0.0991 –0.0835 –0.1771 –0.0685 –0.0780
capita in 2002) [0.0893] [0.2349] [0.1956] [0.1856] [0.1887] [0.1249] [0.1214] [0.1225] [0.1409] [0.1246] [0.1190]
Constant 0.2311a 0.0177 –0.7691 0.3359 1.2775 3.3971a 2.6663b 3.6212a 5.0362a 2.9833c 2.9900a
[0.0882] [2.4440] [1.6375] [1.5286] [1.7662] [1.2091] [1.1083] [1.2349] [1.6400] [1.5731] [1.0425]
Observations 131 52 52 52 52 73 73 71 73 72 73
R-squared 21% 15% 16% 17% 20% 14% 19% 14% 17% 13% 15%
a
b
c
and low regulation of entry. The suggestion on the exact paper—social democracy, left-
of this research is that legal origin enters the ist politics, or proportional representation.
various regressions summarized in section 3 If politics were appropriately controlled for
spuriously, with French (and German) legal in the regressions, legal origin would not
origins serving as proxies for—depending matter.
The political story is plausible, since we see collected by Botero et al. (2004) for eighty-
social democracies in Continental Europe five countries, is the share of years between
but not in the United States. For this reason, 1928–95 when the chief executive and the
we consider it in some detail. We do so in largest party in the legislature were leftist or
three steps. First, we briefly look at the logic centrist. The third variable is union density,
of the story. Second, we show what happens defined as the percentage of the total work
when some of the political variables pro- force affiliated to labor unions in 1997. The
posed in this literature are actually added regressions in table 5 cover the whole sample
to the regressions. Third, we test an implica- and are not confined to Western Europe or
tion of the available political models, namely the OECD.
that the formation of laws is a consequence For all three variables, the results in
of democratic politics.14 This prediction table 5 are straightforward. Political variables
implies, most immediately, that the relation- explain the variation in legal rules only occa-
ship between legal origins and laws should sionally. In contrast, legal origins continue to
not hold outside democracies. explain the variation even with political vari-
With respect to the logic of the story, it ables in the regression, and the difference
is hard to understand why organized labor between common law and French civil law
accepts rules that facilitate the diversion of remains highly statistically significant. This
corporate wealth, or tunneling—something is true for all three political variables aim-
we see on a fairly large scale in, say, Italy or ing to get at the political explanation of legal
Belgium. We can see the argument for the rules. While each political variable is surely
Swedish system, in which the leading fam- measured with error, and our specifications
ilies stay in control but are kept on a tight surely do not capture the full subtlety of
leash through norms and regulations and the political theories, political variables are
certainly not allowed to expropriate inves- rarely significant. In contrast, legal origins
tors. Sweden indeed has a valuable stock are consistently significant, even with politi-
market and low private benefits of control. cal variables in the regression.
It is harder to accept the notion that orga- We next ask whether legal origins only
nized labor endorses tunneling of corporate have an effect in democracies, which
wealth, since presumably such wealth could would be the case if they were proxies for
be taxed or shared with the workers. the political sentiment of the majority. In
But what do the data say? Table 5 pres- this scenario, legal origins would not pre-
ents regressions of the legal and institutional dict legal rules in autocracies. In contrast,
rules on three variables considered by the under Legal Origins Theory, they should
political theories. The first one is propor- predict legal rules in autocracies as well. In
tional representation, the form of democracy table 6, we focus on autocracies (countries
seen as an adaptation to political demands of with a positive autocracy score from Adam
labor in the early twentieth century (Alesina Przeworski et al. 2000). For nearly all our
and Glaeser 2004, Persson and Tabellini variables, the differences between common
2003). We obviously run these regressions law and French legal origin remain signifi-
for democracies only. The second variable, cant among autocracies. This result holds
for other measures of nondemocratic gov-
ernment as well. We see this evidence as a
14 Haber and Perotti (2007) write: “Recent explana- direct rejection of the hypothesis that legal
tions suggest that a democratic majority in countries origins are proxies for the political senti-
hit by a major redistribution of wealth may shift in favor ment of the democratic majority. Political
of low minority investor protection and less corporate
restructuring and competition to protect established labor theories can perhaps be adjusted to incor-
rents” (p. 4). porate autocracies but the data suggest that
Table 5
Legal Origin and Politics
Panel A: Legal Origin and Proportional Representation
(1) (2) (3) (4) (5) (6) (7) (8) (9) (10) (11) (12) (13)
Disclosure Govt
Anti-Self- in Creditor Debt Ownership Labor Media Judicial Judicial Tenure Case
Dealing Prospectus Rights Enforcement Banks Ln(Steps) laws ownership Draft Formalism Independence Judges Law
French 20.2976a 20.2439a 21.0218b 212.4951c 0.3155b 0.8880a 0.2373a 0.0555 0.4590a 1.3404a 20.4281a 20.1939b 20.8993a
Legal 30.07114 30.06324 30.41424 37.05684 30.12574 30.15484 30.05824 30.08184 30.15874 30.30774 30.06064 30.08564 30.08004
Origin
German 20.3827a 20.2140b 20.1538 24.8148 0.2281c 0.8272a 0.1190 0.0583 0.6707a 0.9227a 20.2729a 20.3367a 20.1527
Legal 30.06984 30.08354 30.52644 38.08294 30.12344 30.15944 30.08474 30.05844 30.23364 30.23884 30.06654 30.11304 30.18014
Origin
Scandinavian 20.3096a 20.1431b 20.8423 10.4188 0.2448 20.0602 0.3010a 0.1534c 0.6385b 0.7470 c 20.0431 20.0798 0.0314
Legal 30.07824 30.06444 30.64464 36.40804 30.19354 30.18544 30.06294 30.08174 30.27184 30.41584 30.04594 30.07264 30.09114
Origin
Proportional 20.0259 20.0678b 0.0286 26.0155a 0.0362 0.0153 0.0394c 20.0640 c 0.0334 0.0706 0.0303 0.0352 0.0206
Represen- 30.03014 30.02584 30.16664 32.18954 30.04204 30.05914 30.02244 30.03324 30.06074 30.12424 30.02684 30.03384 30.04984
tation
Ln(GDP per 0.0432 0.0477 0.0321 21.9633a 20.1590b 20.2857a 0.0166 20.1381a 20.0560 20.4443a 20.0301 0.0113 20.1145
capita) 30.04374 30.04324 30.22804 34.22904 30.06614 30.06914 30.02544 30.04184 30.06854 30.12484 30.03884 30.03774 30.07664
Constant 0.3283 0.4163 2.1746 2133.1648a 1.3978b 4.1702a 0.0967 1.4464a 0.6356 6.7233a 1.2535a 0.8605b 2.0535a
30.42684 30.44534 32.09614 342.12854 30.53184 30.62424 30.24234 30.43844 30.61844 31.16294 30.34764 30.34894 30.70734
Observations 39 34 45 41 45 38 38 38 53 49 35 35 35
R-squared 0.51 0.62 0.18 0.69 0.4 0.78 0.63 0.48 0.3 0.5 0.63 0.32 0.71
Panel B: Legal Origin and Power of the Left

(1) (2) (3) (4) (5) (6) (7) (8) (9) (10) (11) (12)
Govt
Anti-Self- Disclosure in Creditor Debt Ownership Media Judicial Tenure
Dealing Prospectus Rights Enforcement Banks Ln(Steps) Labor Laws Ownership Draft Formalism Judges Case Law
French Legal –0.3356a –0.3318a –0.9337a –18.2437a 0.3432a 0.7018a 0.2606a 0.0699 0.6459a 1.6322a –0.2234a –0.6417a
Origin [0.0478] [0.0581] [0.2932] [5.7738] [0.0737] [0.0907] [0.0357] [0.0737] [0.1041] [0.2033] [0.0705] [0.1148]
German Legal –0.3255a –0.2395b –0.2227 –12.9735b 0.3417a 0.5590a 0.2058a 0.0357 0.7322a 1.0687a –0.4615a –0.2718
Origin [0.0753] [0.0967] [0.3249] [5.4856] [0.0870] [0.1226] [0.0496] [0.0877] [0.1165] [0.2227] [0.1461] [0.2264]
Scandinavian –0.2935a –0.2763a –0.7540 0.7023 0.0062 –0.1003 0.3365a 0.0189 0.7661a 0.5668b 0.0694 0.1708
Legal Origin [0.0605] [0.0659] [0.5658] [5.5078] [0.1179] [0.1552] [0.0529] [0.0680] [0.1358] [0.2564] [0.0501] [0.1127]
Left Power –0.1518b –0.0248 –0.3157 –2.7732 0.3668a –0.1782 0.1212b 0.0787 0.2905a 0.1608 0.3011b –0.2380
[0.0727] [0.0966] [0.3662] [7.9727] [0.1127] [0.1302] [0.0598] [0.1091] [0.1454] [0.2493] [0.1259] [0.2236]
Ln(GDP per 0.0665b 0.0596b 0.0752 20.7717a –0.1333a –0.2244a 0.0104 –0.1058a –0.0058 –0.2133b 0.0051 –0.0397
capita) [0.0274] [0.0284] [0.1302] [3.0620] [0.0336] [0.0417] [0.0173] [0.0330] [0.0425] [0.0813] [0.0275] [0.0537]
Constant 0.1488 0.2419 1.9708 –127.0101a 1.1137a 3.7683a 0.1487 1.6322a 0.0687 1.6322a 1.1123a 1.6322a
[0.2701] [0.2802] [1.2386] [31.9668] [0.2521] [0.3815] [0.1674] [0.3470] [0.3970] [0.7284] [0.2402] [0.5728]
Observations 68 49 85 65 60 86 85 71 83 79 54 54
R-squared 0.5 0.45 0.17 0.64 0.49 0.62 0.45 0.23 0.49 0.51 0.35 0.4
Panel C: Legal Origin and Union Density

(1) (2) (3) (4) (5) (6) (7) (8) (9) (10) (11) (12)
Govt
Anti-Self- Disclosure in Creditor Debt Ownership Media Judicial Tenure
Dealing Prospectus Rights Enforcement Banks Ln(Steps) Labor Laws Ownership Draft Formalism Judges Case Law
French Legal –0.3652a –0.3417a –1.1527a –14.1876b 0.3340a 0.6856a 0.2306a 0.0527 0.6006a 1.5479a –0.1952a –0.5835a
Origin [0.0491] [0.0558] [0.3483] [5.8526] [0.0851] [0.1018] [0.0395] [0.0751] [0.1226] [0.2280] [0.0644] [0.1220]
German Legal –0.3465a –0.2336a –0.4663 –9.8379 c 0.3237a 0.5845a 0.1891a 0.0795 0.7490a 1.1105a –0.4707a –0.2458
Origin [0.0720] [0.0836] [0.3824] [5.3885] [0.1069] [0.1160] [0.0473] [0.0975] [0.1311] [0.2358] [0.1511] [0.2198]
Scandinavian –0.2261a –0.1017 –1.1557 6.7209 0.0200 –0.2346 0.3363a 0.0438 0.8458a 0.9283b 0.0865 0.4935b
Legal Origin [0.0813] [0.1063] [0.7030] [7.2616] [0.1813] [0.1845] [0.0633] [0.0945] [0.1745] [0.3883] [0.1882] [0.2430]
Union Density –0.2786b –0.3567c 0.3122 –13.8014 0.2637 0.1718 0.0751 0.0371 0.0579 –0.4384 –0.3235 –0.7425c
[0.1100] [0.1789] [0.7056] [9.9588] [0.2666] [0.2108] [0.0888] [0.1274] [0.1993] [0.5227] [0.3683] [0.3918]
Ln(GDP per 0.0926a 0.0810a 0.0877 25.2792a –0.1830a –0.2432a –0.0107 –0.1139a –0.0623 –0.3230a 0.0912c 0.0175
capita) [0.0272] [0.0264] [0.1528] [3.3672] [0.0420] [0.0356] [0.0208] [0.0405] [0.0547] [0.0886] [0.0527] [0.0459]
Constant –0.0729 0.1247 1.7383 –170.3391a 1.5766a 3.8136a 0.3932b 1.0863b 0.7448 5.6368a 0.2690 0.9510b
[0.2576] [0.2366] [1.3894] [33.9071] [0.3010] [0.2857] [0.1956] [0.4153] [0.4974] [0.7204] [0.4138] [0.4098]
Observations 64 49 70 58 58 71 70 61 68 69 51 51
R–squared 0.56 0.5 0.19 0.69 0.41 0.66 0.4 0.19 0.41 0.51 0.33 0.41
a b c
Notes: Significant at the 1 percent level. Significant at the 5 percent level. Significant at the 10 percent level.
Table 6
Legal Origin in Countries with Autocratic Governments
(1) (2) (3) (4) (5) (6) (7) (8) (9) (10) (11) (12)
Govt
Anti-Self- Disclosure in Creditor Debt Ownership Labor Media Judicial Tenure
Dealing Prospectus Rights Enforcement Banks Ln(Steps) Laws Ownership Draft Formalism Judges Case Law
French Legal –0.3421a –0.3642 a –1.1816a –14.3174b 0.2822b 0.4438a 0.2040 a 0.3632a 0.5135a 1.5754a –0.2245a –0.5494a
Origin [0.0792] [0.0858] [0.2685] [6.6720] [0.1172] [0.0925] [0.0464] [0.1157] [0.1041] [0.2511] [0.0781] [0.1481]
German Legal –0.2508 –0.1145 c –0.7960b –3.4763 0.3852b 0.0936 0.1333b 0.2438 0.8059 a
0.6624 c –0.7610 a –0.4503
Origin [0.1487] [0.0639] [0.3729] [7.9660] [0.1514] [0.1618] [0.0559] [0.1711] [0.1045] [0.3676] [0.1834] [0.3774]
Ln(GDP per 0.1074b 0.0907 b 0.2571b 21.8679 a –0.1259 c –0.1023b 0.0011 –0.2153a 0.0185 –0.1181 0.0116 0.0288
capita) [0.0445] [0.0401] [0.0989] [4.3514] [0.0657] [0.0392] [0.0257] [0.0435] [0.0522] [0.1121] [0.0371] [0.0695]
Constant –0.2647 –0.0156 0.3189 –141.9287a 1.2749 a 2.8843a 0.3142 1.8839 a 0.0311 3.9626a 0.9107a 0.7015
[0.3658] [0.3398] [0.8444] [39.5086] [0.4261] [0.3254] [0.2157] [0.3860] [0.3999] [0.8497] [0.2851] [0.5060]
Observations 37 26 78 39 47 47 46 52 84 51 38 38
R-squared 0.36 0.46 0.22 0.51 0.18 0.32 0.28 0.36 0.27 0.46 0.3 0.26
a
b
c
legal origins are quite distinct from political twentieth century, they cannot, say the crit-
sentiment. ics, account for the differences in financial
None of this is to say that politics is unimport- development.
ant for either legal rules or economic outcomes. It is useful to break down the historical
Indeed, political change may provide the impe- argument into three component parts and to
tus for countries to revise their laws and regula- address them sequentially. This also allows
tions. But the thrust of Legal Origins Theory us to consider several influential papers.
is that, even in response to political demands, First, Rajan and Zingales (2003) present
countries will design reforms consistently with evidence showing that in 1913, French civil
their legal traditions. Legal origins are not law countries had more developed financial
proxies for leftist politics. markets than common law countries. In their
sample, as of 1913, the five common law coun-
tries had the average stock market to GDP
7. Legal Origins and History
ratio of 53 percent, compared to 66 percent
Perhaps the most difficult challenge for the ten French civil law countries.
to the hypothesis that legal origins cause Second, several writers maintain that
outcomes has been posed by historical shareholder protection in Britain at the
arguments. Because virtually all of these beginning of the twentieth century was min-
arguments focus on finance, we likewise imal. The evidence that Britain was finan-
focus on finance in this section, but bear- cially developed at the time, including having
ing in mind that an alternative theory must some ownership dispersion, must therefore
address all the evidence. At the broadest be accounted for not by law but by alterna-
level, historical arguments suggest that the tive mechanisms, such as trust and finan-
positive correlation between common law cial intermediaries (Brian R. Cheffins 2001,
and finance is a twentieth century phenom- Julian Franks, Colin Mayer, and Stefano
enon. According to the critics, if one looks Rossi 2005).
at historical data, particularly from the early Third, the historical critique holds that the
twentieth century, the correlation does not correlation between common law and finan-
exist. Because legal traditions predate the cial development emerges over the twentieth
1.40
English Legal Origin French Legal Origin
1.20 German Legal Origin Scandinavian Legal Origin
1.00
0.80
0.60
0.40
0.20
0.00
1913 1923 1933 1943 1953 1963 1973 1983 1993
Figure 3. Stock Market Capitalization over GDP (Based on Rajan and Zingales 2003)
century, a finding it sees as inconsistent with law and eighteen civil law countries (ten of
LLSV. In contrast to the superiority of finan- them French civil law) starting in 1913. To do
cial development in the French legal origin so, they find a separate data source for each
countries, as compared to the common law country that reports aggregate stock market
countries, circa 1913, Rajan and Zingales find capitalization. Their findings of a higher ratio
that the respective average stock market for of stock market value to GDP in civil than in
common law and French civil law countries common law countries (the variable used by
were 130 percent and 74 percent by 1999. They LLSV 1997, 1998), reproduced in table 7 and
call this the Great Reversal (see figure 3). illustrated in figure 3, is the starting point of
Critics propose two explanations of how most historical critiques of LLSV, as well as
common law countries came to excel in of political accounts of finance in the twen-
finance. The first is the political argument, tieth century.
namely that common law countries hap-
pened to have more favorable democratic We have looked at some of the Rajan and
politics, which we have already discussed. In Zingales’s data using their own sources.
addition, according to Roe (2006), civil law Here we focus on stock market capitaliza-
countries suffered greater destruction dur- tion as a measure of financial development.
ing World War II, which radicalized their Conceptually, the measure of a country’s
politics and in this way led to pro-labor and stock market capitalization relevant for test-
anti-capital laws and regulations. ing the influence of legal origins is the capi-
It is easiest to take up the three pieces of talization of equities listed on that country’s
the historical critique in turn. stock exchange(s) whose shareholders are
subject to protection of that country’s laws.
Impressively, Rajan and Zingales undertook
7.1 Stock Markets at the Start of the
to find such numbers, but doing so for the
Twentieth Century
early twentieth century is especially diffi-
Rajan and Zingales (2003) present data on cult for two reasons. First, many—perhaps
stock market development for six common even most—securities that traded on stock
Table 7
Stock Market Capitalization over GDP
Country Legal Origin 1913 1929 1938 1950 1960 1970 1980 1990 1999
Australia English 0.39 0.50 0.91 0.75 0.94 0.76 0.38 0.37 1.13
Canada English 0.74 1.00 0.57 1.59 1.75 0.46 1.22 1.22
India English 0.02 0.07 0.07 0.07 0.07 0.06 0.05 0.16 0.46
South Africa English 0.68 0.91 1.97 1.23 1.33 1.20
United Kingdom English 1.09 1.38 1.14 0.77 1.06 1.63 0.38 0.81 2.25
United States English 0.39 0.75 0.56 0.33 0.61 0.66 0.46 0.54 1.52
Avg Common Law 0.53 0.68 0.74 0.53 0.86 1.14 0.49 0.74 1.30
Argentina French 0.17 0.05 0.03 0.11 0.15
Belgium French 0.99 1.31 0.32 0.23 0.09 0.31 0.82
Brazil French 0.25 0.05 0.08 0.45
Chile French 0.17 0.12 0.00 0.34 0.50 1.05
Cuba French 2.19
Egypt, Arab Rep. French 1.09 0.16 0.01 0.06 0.29
France French 0.78 0.19 0.08 0.28 0.16 0.09 0.24 1.17
Italy French 0.17 0.23 0.26 0.07 0.42 0.14 0.07 0.13 0.68
Netherlands French 0.56 0.74 0.25 0.67 0.42 0.19 0.50 2.03
Russian Federation French 0.18 0.11
Spain French 0.17 0.41 0.69
Avg French Law 0.66 0.77 0.40 0.13 0.29 0.16 0.12 0.28 0.74
Austria German 0.76 0.09 0.03 0.17 0.17
Germany German 0.44 0.35 0.18 0.15 0.35 0.16 0.09 0.20 0.67
Japan German 0.49 1.20 1.81 0.05 0.36 0.23 0.33 1.64 0.95
Switzerland German 0.58 0.50 0.44 1.93 3.23
Avg German Law 0.57 0.78 1.00 0.10 0.36 0.25 0.22 0.99 1.26
Denmark Scandinavian 0.36 0.17 0.25 0.10 0.14 0.17 0.09 0.67 0.67
Norway Scandinavian 0.16 0.22 0.18 0.21 0.26 0.23 0.54 0.23 0.70
Sweden Scandinavian 0.47 0.41 0.30 0.18 0.24 0.14 0.11 0.39 1.77
Avg Scandinavian Law 0.33 0.27 0.24 0.16 0.21 0.18 0.25 0.43 1.05
Source: Rajan and Zingales (2003).
exchanges were bonds rather than stocks, also an American colony, with a reported
and most of those were government bonds. stock market capitalization to GDP ratio of
Second, many of the companies listed on 219 percent. We have looked at this obser-
the exchanges of developing countries were vation and discovered that, if one excludes
incorporated (and therefore subject to share- bonds and only looks at stocks, the actual
holder protection rules), and even had their ratio falls to 33 percent. Moreover, by far the
primary listings, in Europe or the United largest company with its stock listed in Cuba
States (see Mira Wilkins and Harm Schroter is Havana Electric, a company incorporated
1998). For a developing country, both of in New Jersey, subject to New Jersey laws,
these factors may lead to an overestimate of and with a primary listing in New York. We
market value of equities subject to national suspect that concerns of Havana Electric
shareholder protection laws. shareholders would have been addressed by
Take a few examples. In 1913, the most either New Jersey courts or the U.S. marines.
financially developed country in the Rajan Many other companies listed in Cuba appear
and Zingales sample is Cuba. Cuba at that to be like Havana Electric; indeed—and per-
time is a French legal origin country, but haps not surprisingly—there does not seem
to be much of an indigenously Cuban stock Zingales on comparative financial develop-

market capitalization at all. Given the small ment cannot be drawn from their sample.
size of their sample, the elimination of bonds Perhaps a better way to get at this issue is to
from the Cuban data point by itself reduces compare the two mother countries: England
the Rajan and Zingales 1913 average French and France. Rajan and Zingales recognize
civil law stock market to capitalization ratio that England was more financially developed
from 66 percent to 47 percent, below their than France at the start of the century, but the
common law estimated average. comparison can be expanded because Bozio
The second most financially developed (2002) reports new numbers for France and
country in the 1913 Rajan and Zingales adequate data are available for Britain from
sample is also a French civil law country, Ranald Michie (1999). Michie’s numbers of
namely Egypt, with a stock market to GDP the value of the stock market include corpo-
ratio of 109 percent. It appears from Robert rate bonds, so we correct them using data
L. Tignor (1984) that this ratio, like that for from Goldsmith (1985).
Cuba, includes debt. Moreover, virtually In figure 4, we present Bozio’s numbers
all of the largest companies listed in Egypt for France and adjusted numbers for domes-
were incorporated in England or in France, tic stocks in Britain. The results show that
and many were listed there as well. (Egypt Britain always had a higher stock market
in 1913 was under British protection.) We capitalization to GDP ratio than France,
estimate that a correct observation for Egypt often by a wide margin. This is true in 1913,
(specifically, a stock market to GDP ratio of but also before and after.
at most 40 percent) would further reduce the We can also look at Goldsmith’s (1985)
Rajan–Zingales French civil law average in data on the ratio of stock market to GDP,
1913 by 6 percentage points. reproduced in table 8.15 The first point that
Some corrections appear to be in order for emerges from the table is that, consistent
the rich countries as well. For France, Rajan with Charles P. Kindleberger’s (1984) assess-
and Zingales estimate a ratio of 78 percent. A ment of Paris as a financial backwater, Britain
more recent estimate by Antoine Bozio (2002) is ahead of France as far back as the middle
puts this number at 54 percent. Richard Sylla of the nineteenth century and perhaps even
(2006) criticizes Rajan and Zingales for pre- earlier. So, interestingly, is the United States.
senting too low a number of 39 percent for Goldsmith’s sample allows also for a more
the United States and proposes the alterna- general comparison of common and civil
tive 95 percent from Raymond W. Goldsmith law countries in 1913. If we pull in the U.S.
(1985). Both of these corrections favor the observation from 1912, Goldsmith only has
common law countries. The various correc- four common law countries and seven civil
tions together, especially the one for Cuba, law ones. Even so, with India pulling the
put the common law average stock market to common law average sharply down and no
GDP ratio comfortably ahead of the French poor civil law countries in the sample, the
civil law one in 1913. common law average in 1913 is 88 percent,
To be sure, we have selected Cuba and the French legal origin average based only
Egypt nonrandomly as two obviously bizarre on France and Belgium is 77 percent, and
observations. A more systematic treatment of the overall civil law average is 69 percent.
the data would reveal overestimates in com-
mon law, and not just civil law, countries.
Some such errors are inevitable, and we have 15 Goldsmith’s (1985) data for corporate stock includes
ourselves made many even with more recent unlisted firms. In practice, information on corporate shares
“. . . is generally limited to securities listed on exchanges,
data. What is beyond doubt, however, is that so that comprehensive figures must be derived, if at all, by
the strong conclusions reached by Rajan and a blowup, often on a precarious basis” (p. 337).
% 160
140
120 France Great Britain
100
80
60
40
20
0
1800
1810
1820
1830
1840
1850
1860
1870
1880
1890
1900
1910
1920
1930
1940
1950
1960
1970
1980
1990
Figure 4. Stock Market Capitalization over Gdp, France and Great Britain (Bozio 2002, Michie 1999)
Goldsmith’s data have many problems of only weakly protected. With the law playing
their own and we have not examined them a minor role, the researchers credit financial
closely. But they confirm independently the development in England to other mecha-
point that the relative financial underdevel- nisms, such as the bonding role of interme-
opment of common law countries at the start diaries and trust.
of the twentieth century is a myth. The position that British shareholders
We conclude that common law countries were utterly unprotected has proved contro-
appear to be more financially developed than versial. Several authors, for example, argue
civil law ones at the start of the twentieth that Britain led the world in securities regu-
century and, in particular, Britain is ahead lation in general, and corporate disclosure
of France. Over the course of the twentieth in particular (Coffee 2001, Laurence Gower
century, the differences widen, a divergence 1954, Sylla and George Smith 1995). Britain
that needs to be explained. But the puzzle is passed the Directors Liability Act in 1890 and
divergence, not reversal. Companies Act in 1900, with the effects of
both mandating significant disclosure in the
7.2 Britain at the Start of the
prospectus and of holding directors account-
Twentieth Century
able for inaccuracies. Subsequent legislation
A small but lively historical literature in the early twentieth century, according to
argues that Britain had a well developed Coffee (2001), mandated on-going financial
stock market at the beginning of the twen- disclosure and addressed some abuses in the
tieth century, with beginnings of ownership new issues market. Britain also had perhaps
dispersion, but that this had nothing to do the best commercial courts in the world, with
with the law (Cheffins 2001, Franks, Mayer, most professional and least corrupt judges,
and Rossi 2005). Looking both at the LLSV with centuries of precedents and experience
indices of shareholder protection and at legal in dealing with fraud.
rulings, this research sees the rights of minor- This small literature is at a standstill, with
ity shareholders in the United Kingdom as some writers arguing the British shareholder
Table 8
320
Stock market capitalization over GDP
(1) (2) (3) (4) (5) (6) (7) (8) (9) (10) (11) (12) (13) (14) (15) (16) (17)
French Legal Origin German Legal Origin Scandinavian Legal Origin English Legal Origin
Year Belgium France Italy Mexico Japan Germany Switzerland Denmark Norway Sweden Australia Canada Great Britain India Israel South Africa USA
1805 7
1815
1830 14
1850 69 12 6 23
1860 1
Journal of Economic Literature, Vol. XLVI (June 2008)

1861 11
1875 64 17 2
1880 38 80 63 14 54
1881 7
1885 4
1895 58 11 26 156 3
1899 26
1900 32 82 74 71
1912 95
1913 88 65 41 37 123 88 40 121 5 130
1914 6
1927 154
1929 69 23 3 29 137 126 9 85 193
1930 25 75 46
1937 182
1938 2 17 149 66 139
1939 33 28 14 105
1940 47 118
1947 61
1948 32 44 107 39 110
1950 25 13 12 58
1951 19 5.67
1953 11
1955 24 59 113
1956 47
1957 51
1960 111 37 31 137 37 14
1962 5.59
1963 57 43
1965 24 30 46 116 33 9 48 46 83 6.30 108 124
1966
1969 33
1970 29 15
1972 63 27 7
1973 20 28 25 92 30 26 44 36 65 85 83
1975 12
1976 17 39 0.5
1977 10 39 24 21 76
1978 53 102 27 5 21 41 37 57
Source: Goldsmith (1985).

protection glass was half empty and others shareholders—is available for thirty-four of
countering that it was half full. What makes the countries with GDP growth data. When
this debate utterly frustrating is that it is not we use the larger sample, the correlation
comparative, so except with a few remarks reported by Roe disappears, as illustrated in
on Britain versus the United States (Coffee figure 5 (right graph). This may not be sur-
2001), we know very little of how the British prising: many developing countries stayed
shareholders were protected compared to out of World War II, yet remained financially
the French and German ones. To the extent underdeveloped. Continue with alterna-
that the literature has a bottom line, it is that tive measures of financial development. The
shareholder rights have improved enormously pairwise correlations between GDP growth
in Britain over the course of the twentieth 1913–45 and stock market capitalization,
century, parallel to the growth of its markets. block premium, listed firms per capita, initial
Explaining this parallel growth is a challenge public offerings to GDP, and private credit
to the Legal Origins Theory. are either insignificant or have the wrong
sign for both the twenty-four and thirty-four
7.3 World War II Destruction
observation samples. Finally, consider Roe’s
Roe (2006) claims that poor economic other prediction that World War II devasta-
performance, particularly associated with tion leads to pro-labor laws. This only is true
the destruction of capital stocks in World in univariate regressions using the sample of
War II, radicalized continental European twenty-four observations as illustrated in fig-
politics, leading to legal rules that were hos- ure 6 (left panel), but not when controlling
tile to financial markets and favorable to for common law (right panel). This is also
labor. To test this theory, Roe regresses mod- not true in univariate regressions using the
ern ownership concentration—as proxied sample of thirty-four observations, as illus-
by the percentage of widely held medium- trated in figure 7. The data are inconsistent
sized firms—on Angus Maddison’s (2003) with the theory that World War II destruc-
estimates of GDP growth between 1913 tion explains LLSV evidence.
and 1945 in a sample of twenty-four mostly
7.4 Explaining Divergence
developed countries. Figure 5 illustrates the
strong positive relationship between owner- Although we do not see any evidence for
ship dispersion and 1913–45 GDP growth the reversal of rankings between common
(see left graph). Countries with worse eco- and civil law countries in financial devel-
nomic growth have higher ownership con- opment over the course of the twentieth
centration.16 However, these results fall apart century, the historical research yields two
if we use a broader sample of countries, if we important findings that require an explana-
use alternative measures of financial devel- tion. First, as shown by Rajan and Zingales
opment, or if we look at other predictions of (2003) and in figure 3, common law coun-
Roe’s theory. tries appear to have moved sharply ahead of
Begin with ownership. An alternative civil law ones in financial development over
measure of ownership dispersion—the the course of the twentieth century. Second,
percentage not owned by the three largest investor protection improved sharply in the
common law countries over the same time
period (Coffee 1999, Cheffins 2001, Franks,
16 Legal origin continues to have a large and statisti- Mayer, and Rossi 2005). We suggest that
cally significant effect on ownership concentration after Legal Origins Theory naturally accounts for
controlling for 1913–45 GDP growth. In contrast, growth these findings.
is not significant when controlling for French legal origin
(although it is significant when controlling for common The twentieth century represented a
law). period of explosive growth of the world econ-
0.4
0.6
Percent widely-held firms among medium-sized firms
Percent not owned by three largest shareholders

0.2
0.4
0.2 0
0
0.2
0.2
0.4
1 0.5 0 0.5 1 1.5 2 0 2 4 6

GDP growth 1913–45 GDP growth 1913–45
coef 0.18698655, (robust) se 0.08753752, t 2.14 coef 0.00529849, (robust) se 0.01612937, t 0.33
Figure 5. Ownership Concentration and Gdp Growth, 1913–45
omy, including of countries that were the companies to promote economic growth and
wealthiest at the beginning of that century. resolve crises. These were the standard civil
That growth relied to a significant extent law solutions to addressing social problems,
on outside capital. That growth was also far going back at least to Napoleon. Common
from smooth: it was punctuated by World law countries, particularly the United States
Wars, the Great Depression, and significant and the United Kingdom, in contrast, relied
economic and financial crises. The coun- more heavily on market-supporting regula-
tries that grew successfully found their own tions, such as securities laws, deposit insur-
ways to deliver capital to firms and to survive ance, and court-led improvements in the
the crises. For some countries, such success corporate law. These differences were not
involved massive state involvement in finance absolute, with nationalizations in common
and development. For other countries, such law countries and many market-support-
success to a much greater extent relied on ing reforms in civil law ones, but they were
shoring up markets. pronounced nonetheless. We saw this, for
Here is where legal origins come in. As example, in the La Porta et al. (2002) data on
Morck and Steier (2005) make clear, civil government ownership of banks.
law countries in the middle of the century In these very different ways, both some
relied heavily on state supply of finance, of the civil law countries and some of the
bank nationalization, and state investment common law ones successfully solved their
0.4
0.2
0.2
0
Index of labor laws
Index of labor laws

0
0.2
0.2
0.4
0.4
1 0.5 0 0.5 1 1.5 1.5 1 0.5 0 0.5 1
GDP growth 1913 –45 GDP growth 1913– 45
coef 0.09302556, (robust) se 0.05266563, t 1.77 coef 0.0185974, (robust) se 0.04088877, t 0.45
Figure 6. Labor Laws and Gdp Growth, 1913–45

(sample of 24 observations)
problems. In the second half of the century, 8. A Blueprint for Policy Reform
however, the world became a good deal more
peaceful and orderly. In such a world, the Legal Origins Theory points to three
market-supporting solutions of the common important ways in which prevailing legal and
law system, whether in the form of judicial regulatory rules might be inefficient. First, to
decisions, regulations, or market adaptations the extent that a country has a particular legal
worked better than the policy-implementing or regulatory style shaped by its legal tradi-
solutions of the civil law system. As a conse- tion, it might apply the tools characteristic of
quence of their twentieth century legal and that style to areas of regulation where they
regulatory evolution, common law countries are inappropriate. A good example of this that
ended up with sharply better investor pro- we already mentioned is the reliance on fre-
tection. Their financial markets ran away quent interlocutory appeals in civil law bank-
from the civil law ones, as we see in the data. ruptcy procedures. Such appeals are central
Looking back over the course of the twen- to the civil procedure of civil law countries,
tieth century, we see the basic differences yet result in massive destruction of value in
in the legal traditions and regulatory strate- bankruptcy (Djankov et al. 2006, Gamboa-
gies playing out in how both the laws and the Cavazos and Schneider 2007). Second, a
markets evolve. country that introduces legal and regulatory
0.4
0.2
Index of labor laws
0.2
0.4
2 0 2 4 6
GDP growth, 1913–45
coef 0.00750986, (robust) se 0.02814714, t 0.27
Figure 7. Labor Laws and GDP Growth, 1913–45

(sample of 34 observations)
rules in a situation of extreme disorder may torship and disorder in ways compatible with
fail to dismantle them when the situation each country’s level of economic develop-
returns to normal. Heavy government own- ment and legal tradition. In many instances,
ership of banks, which might have a purpose the direction of such reforms is simply less
at the time of extreme financial underdevel- government intervention. Neither underde-
opment, becomes a burden under normal velopment nor the legal tradition justifies
circumstances (La Porta et al. 2002). Third, heavy regulation of entry, so the reduction
transplantation of legal and regulatory rules in those barriers is uncontroversial from the
might itself become an important source of efficiency perspective. Likewise, aspects of
inefficiency, as rules suitable for developed the formalism of bankruptcy procedures,
economies become a source of massive delay which probably are the heritage of civil law,
and corruption in the developing countries appear detrimental to efficiency at all lev-
that copy them (Pistor et al. 2003a, 2003b, els of economic development and could be
Spamann 2006a). reduced without impinging the foundations
The inefficiency of the prevailing legal of legal order. In other instances, the best
and regulatory rules points to a blueprint for solutions might differ across legal systems.
reforms. Such reforms would focus on the For example, while common law countries
design of what Djankov et al. (2003a) called depend on investor protection to support
“appropriate institutions,” those that seek to their debt markets, many civil law coun-
achieve the optimal trade-off between dicta- tries have successfully relied on information
sharing institutions, such as credit bureaus, mon law and civil law countries since 1970,
for the same purpose (Djankov et al. 2007). with the U.K. deregulating and France doing
Finally, in situations of extreme disorder, the opposite. James J. Heckman and Pagés
such as participation or recovery from war, (2004) see no tendency for liberalization in
even more aggressive government interven- Latin America during the 1990s.
tions might be appropriate. With respect to investor protection, Pagano
The crucial requirement of reform is the and Volpin (2005) report gains in shareholder
availability of objective data on legal and rights in OECD countries during the 1990s.
regulatory rules, preferably in a compara- Enriques and Volpin (2007) describe a ten-
tive form so that the consequences of par- dency toward improving shareholder rights
ticular rules can be evaluated. Perhaps the in the European Union. At the same time,
most useful contribution of our research has they note that “far too little has been done
been to establish the possibility of collecting to resolve the problem of related-party trans-
such data in a broad range of areas. More actions, which is the most common form of
recently, the data collection project has made self-dealing in Europe.” We are aware of no
substantial strides through a World Bank systematic evidence for emerging markets,
Doing Business initiative, which assembles although there are examples of improvement,
and updates much of the information on such as the Mexican bankruptcy reform
laws and regulations discussed in this paper, (Gamboa-Cavazos and Schneider 2007).
as well as some additional indicators. Even The use of our indicators of laws and reg-
the publication of this report has proved ulations, with their clear correlations with
controversial, with the French government legal origins, for policy analysis has stimu-
accusing its authors of an Anglo–Saxon bias. lated two objections. Some accuse us of
Nonetheless, the report has proved popular, claiming that legal origin is destiny, so any
and has encouraged regulatory reforms in reform of investor protection or of other
dozens of countries. regulations short of wholesale replacement
The pace of legal and regulatory reform of the legal system is futile. This is not what
stimulated by the evidence is quicken- Legal Origin Theory says. The theory indeed
ing. Perhaps the greatest progress has been holds that some aspects of the legal tradition
made in the reductions of entry regula- are so hard-wired that changing them would
tions. According to the 2006 Doing Business be extremely costly and that reforms must
report, fifty-five countries undertook reforms be sensitive to legal traditions. Nonetheless,
in 2005 and 2006 that lowered administra- many legal and regulatory rules, such as
tive costs of starting a business and obtain- entry regulations, disclosure requirements,
ing a license. Evgeny Yakovlev and Ekaterina or some procedural rules in litigation, can be
Zhuravskaya (2008) for the case of Russia reformed without disturbing the fundamen-
and David S. Kaplan, Eduardo Piedra, and tals of the legal tradition.
Enrique Seira (2007) for the case of Mexico Some critics also argue that the legal rules
find that reductions in entry regulations we measure are not the right ones. Even if
increase new business start-ups. these rules capture the broad stance of the
The picture is more mixed for labor mar- law toward investor or worker protection, the
kets. OECD (2006) reports that labor mar- most relevant legal rules, doctrines, or even
kets were liberalized in OECD countries in patterns of judicial behavior responsible for
the last fifteen years, although most reforms the observed outcomes might be different
pertained to temporary rather than perma- from what we measure. Focusing the reforms
nent employment. Deakin, Priya P. Lele, formalistically on our subindices will then be
and Mathias M. Siems (2007) actually find futile. For example, if judges are reluctant
some divergence in labor laws between com- to take on corporate self-dealing cases and
find technical or procedural excuses to throw to us to still be standing, perhaps even taller
them out, changing the rules of approval of than a decade ago. And that is the idea that
self-dealing transactions will be futile. As legal origins—broadly interpreted as highly
Berkowitz, Pistor, and Jean-Francois Richard persistent systems of social control of eco-
(2003) and Paolo Mauro, Nathan Sussman, nomic life—have significant consequences
and Yishay Yafeh (2006) find, reforms are for the legal and regulatory framework of the
more likely to succeed when people they society, as well as for economic outcomes.
affect choose to accept them. The range of empirically documented legal,
We definitely agree with this point and economic, and social spheres where legal ori-
believe that legal or regulatory reform in any gins have consequences has expanded over
country must be sensitive to the actual legal or the past decade.
regulatory bottlenecks. Understanding what At the end of our overview, we believe that
actually happens on the ground is essential. four propositions are correct, at least given
So if judges throw out self-dealing cases, one the current state of our knowledge. First, legal
might want to find out why they do so and rules and regulations differ systematically
focus on how to get them to change. If labor across countries, and these differences can
courts rule for employees regardless of what be measured and quantified. Second, these
the law says, labor market reformers should differences in legal rules and regulations are
take note. Having said this, in many circum- accounted for to a significant extent by legal
stances the actual laws on the books that we origins. Third, the basic historical divergence
measure are indeed the reason for inefficient in the styles of legal traditions—the policy-
outcomes. The heavy regulations of entry are implementing focus of civil law versus the
one such example, procedural formalism is market-supporting focus of common law—
another. And even when the legal rules we explains well why legal rules differ. Fourth,
measure are not the entire problem, and the measured differences in legal rules mat-
thoughtless formalistic reforms are likely to ter for economic and social outcomes.
fail, the rules can point the reformer closer The fact that the outlines of a coherent the-
to where the problem actually lies. In either ory have emerged over the last decade does
case, the measured rules provide highly rel- not mean that all, or most, of the empirical
evant data. issues have been settled or, for that matter,
Although the evidence on reforms is just that the theory will survive further scrutiny.
beginning to come in and much of it is unfor- From our perspective, the crucial open ques-
tunately confined to the developed world, tions deal with the evolution of legal systems:
many countries seem to be moving toward How do they deal with crises? How do they
market-friendlier government interventions. enter new spheres of regulation? How do
If the world remains peaceful and orderly, the they approach reforms? We have offered
attraction of such reforms will only grow. many illustrations from the historical record,
but a comprehensive account of legal and
regulatory evolution under common and civil
9. Conclusion
law does not exist.
Since their publication a decade ago, the Such an account might clarify an issue
two LLSV articles have taken some bumps. that has generated tremendous heat, and
We now use different measures of shareholder not much light, throughout this research,
protection and are skeptical about the use of namely the circumstances under which each
instrumental variables. Our interpretation legal tradition “works better.” Legal Origins
of the meaning of legal origins has evolved Theory does not point to the overall supe-
considerably over time. But the bumps not- riority of common law; to the contrary, it
withstanding, the basic contribution appears points to the superiority of civil law and reg-
ulatory solutions when the problem of disor- problems, such as the thirty-five hour work-
der is sufficiently (but not too) severe. On the week in France, is huge.
other hand, our attempt to find evidence for All this, of course, leaves open the question
the commonly made defense of civil law that of which legal rules and regulations the coun-
it provides greater fairness or better access tries are likely to move toward, even if they do
to justice have failed; the data suggest the not converge. So, in conclusion, we again rely
opposite (Djankov et al. 2003b). on theory to make a prediction. The world
A deeper understanding of the dynam- economy in the last quarter century has been
ics of legal traditions may also inform the surprisingly calm, and has moved sharply
crucial question of whether the differences toward capitalism and markets. In that envi-
between common and civil law will persist ronment, our framework suggests that the
into the future. Since we have shown legal common law approach to social control of
origins to be closely related to the types of economic life performs better than the civil
capitalism, this question can be rephrased law approach. When markets do or can work
as follows: what kind of capitalism is likely well, it is better to support than to replace
to prevail in the long run? Will it be the them. As long as the world economy remains
more market-focused Anglo–Saxon capital- free of war, major financial crises, or order
ism, or the more state-centered capitalism of extraordinary disturbances, the competitive
Continental Europe and perhaps Asia? pressures for market-supporting regulation
There are many arguments for conver- will remain strong and we are likely to see
gence. Globalization leads to a much faster continued liberalization. Of course, underly-
exchange of ideas, including ideas about laws ing this prediction is a hopeful assumption
and regulations, and therefore encourages that nothing like World War II or the Great
the transfer of legal knowledge. Globalization Depression will repeat itself. If it does, coun-
also encourages competition among countries are likely to embrace civil law solutions,
tries for foreign direct investment, for capi- just as they did back then.
tal, and for business in general, which must
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Porta, R., López-de-Silanes, F. y Shleifer, A. (junio,2008).

The Economic Consequences

In the last decade, economists have produced a considerable body of research

A bout a decade ago, the three of us,

Figure 1. The Distribution of Legal Origin

Judicial Independence Property Rights

Stock Market Development

Bankruptcy Law Private credit

Figure 2. Legal Origin, Institutions, and Outcomes

Panel A: Financial Institutions and Legal Origin

French Legal –0.3334a –0.3298a –0.8394a –13.6361b 0.3316a

Panel B: Financial Institutions and Capital Markets Development

Stock-market-to- Ln(Firms/Pop) Ownership Control Private-credit-to- Interest spread

Anti-self-dealing 0.8940b 0.8004c –0.1277c

Notes: a Significant at the 1 percent level.

Panel A: Government Regulation and Legal Origin

Regulation of Entry Regulation of Labor Press Government Conscription

French Legal Origin 0.6927a 0.2654a 0.2095a 0.5468a

Corruption Index Employment Labor Participation Unemployment Unemployment Rate

Panel A: Legal Origin and Judicial Institutions

Panel B: Judicial Instititutions and Outcomes

Time to Collect on Contract Property Rights Property Rights

Legal Formalism — 0.3095a –0.5099a

Naomi R. Lamoreaux and Jean-Laurent Rosenthal

countries exhibit a higher responsiveness of enforcement specialize in the production of

Dependent Variable: Creditor’s Rights in 2002

Panel B: Legal Origin and Power of the Left

Panel C: Legal Origin and Union Density

Source: Rajan and Zingales (2003).

to be much of an indigenously Cuban stock Zingales on comparative financial develop-

120 France Great Britain

Journal of Economic Literature, Vol. XLVI (June 2008)

Source: Goldsmith (1985).

Percent not owned by three largest shareholders

1 0.5 0 0.5 1 1.5 2 0 2 4 6

Figure 5. Ownership Concentration and Gdp Growth, 1913–45

Index of labor laws

Figure 6. Labor Laws and Gdp Growth, 1913–45

Figure 7. Labor Laws and GDP Growth, 1913–45

2004. “Bank Regulation and Supervision: What Press.

tion for Economic Co-operation and Development. Development.

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1 0.5 0 0.5 1 1.5 2 0 2 4 6