European Business Schools Librarian's Group

HEC Research Papers Series,
HEC Paris

No 1631: Making Your Own Rules: Contractual Flexibility and Entrepreneurial Success

Paul Beaumont, Adrien Matray and Johan Hombert
Additional contact information
Paul Beaumont: McGill University - Desautels Faculty of Management
Adrien Matray: Princeton University
Johan Hombert: HEC Paris - Finance Department

Abstract: Can reducing contracting costs between entrepreneurs and investors improve entrepreneurial success? We assemble a novel dataset of company bylaws covering the near-universe of firms incorporated in France between 2004 and 2012. We show that many new firms, including non-VC-backed firms, tailor their bylaws by modifying default provisions on ownership and control rights, while cash-flow rights are less frequently customized. Such tailoring correlates with proxies for asymmetric information and entrepreneur sophistication. Exploiting a 2008 French reform that lowered the cost of bylaws customization, we show that increased contractual flexibility led to higher equity financing at creation and to persistent increases in investment, employment, and revenue growth.

Keywords: Financial contracting; Entrepreneurship; Equity financing

JEL-codes: G32; K22; L14; L16; M13

96 pages, First version: April 20, 2026. Revised: July 1, 2026.

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