Horizontal Shareholding and Network Theory

47 Pages Posted: 19 Oct 2018 Last revised: 30 Apr 2020

See all articles by Alessandro Romano

Alessandro Romano

Bocconi University - Department of Law; Yale Law School

Date Written: September 26, 2018

Abstract


This paper uses network theory to argue that the consequences of horizontal ownership by large investment institutions are more complicated than, and sometimes completely the opposite of, what conventional economic theory predicts. Horizontal ownership occurs when a large investment institution, such as Vanguard or Blackrock, simultaneously holds large stakes in many different companies in the same industry. Legal scholars and economists have argued that these large investors have little incentive to encourage competition in the industries in which they have horizontal ownership, because the investors are just as likely to hold shares in companies that might lose from competition as they are to hold shares in companies that might gain.
Against this background, this paper advances two claims. First, it shows that the policy proposals that have been advanced to address the alleged anticompetitive effects of horizontal shareholding could backfire and further reduce the level of competition in the markets. Second, it highlights that the consequences of horizontal shareholding are very nuanced, because things that happen in one industry inevitably affect other industries. For instance, increased ticket prices among airlines might be good for airlines, but bad for their suppliers. Therefore, determining whether reduced competition in a given industry would benefit an investor requires us to compare the gains it generates in the relevant market with the losses it would impose onto other firms in the investor’s portfolio.

I work through the mechanics of these calculations and identify a method already developed in network theory that could help us perform them. I also show that in some markets (i.e. “central markets”) horizontal shareholders might have more incentives than undiversified shareholders to promote aggressive competition. I then outline a new set of regulatory tools, which I call “Network Sensitive Regulations,” that could address the anticompetitive effects of horizontal shareholding in a manner that would be sensitive to the nuances of these network effects.





Keywords: Horizontal Shareholding, Network Theory, Corporate Governance: Antitrust, Institutional Investors

JEL Classification: L1, L2, L4, G3

Suggested Citation

Romano, Alessandro, Horizontal Shareholding and Network Theory (September 26, 2018). Yale Journal on Regulation, Forthcoming, Available at SSRN: https://ssrn.com/abstract=3255948 or http://dx.doi.org/10.2139/ssrn.3255948

Alessandro Romano (Contact Author)

Bocconi University - Department of Law ( email )

Via Roentgen, 1
Milan, Milan 20136
Italy

Yale Law School ( email )

New Haven, CT
United States

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