The Mills Companies in Occitanie: Emergence and Governance of Centuries-Old Joint-Stock Companies

William N. GOETZMANN ** Yale School of Management, Yale University.

David LE BRIS * Toulouse Business School, University of Toulouse. Contact : david.lebris@gmail.com.

Sébastien POUGET ** University Professor, Toulouse School of Economics, University of Toulouse Capitole (TSM-Research). Contact: sebastien.pouget@tse-fr.eu.The authors gratefully acknowledge funding from the National Agency for Research (ANR) under the Investments of the Future program, grant ANR-17-EURE-0010, and support from the Initiative for Effective Corporate Climate Action and the FDIR Initiative.

Starting from the Middle-Age, a novel type of corporate governance developed on the banks of Occitanian rivers to manage mills organized as shareholding companies. To address timeless issues created by the separation between ownership and control, these companies find solutions that are often very close to modern ones. Shareholders benefit from limited liability, take major decisions during general assembly meetings, nominate directors and account auditors to look after their interests and put in place monitoring policies. Other aspects are more original such as a policy of no free-cash-flows, directors with annual mandates, and the obligation for a designated shareholder to work for the good of the company. To understand this original governance, the context of the emergence of these companies is first presented.