Corporate governance e sistema fiscale: discriminazione tra azionisti in presenza di rischio

This paper studies the interest diversion that arises, between insider and outsider in the corporation governance, when taking into account the effects determined by tax system. Very similar statutory tax rates, in presence of investment risk, reinforce the positional ad- vantage of insider with respect to outsider. The interaction between corporate governance and tax system has been underestimated by neoclassical economic approach, and recently studied by law and economics’ scholars. On the basis of King and Fullerton’s (1984) model, we have developed a microsimulation model, considering specifically Italian tax system re- gime. We have then calculated effective marginal tax rates (EMTR) both in presence and in absence of risk. The main results show that at the increase of risk, effective marginal tax rates also decrease, but the reduction is more consistent for insiders. As a result, tax dis- crimination that arises on shareholders further amplifies the divergence of interest between insider and outsider.