In contrast, the second view—which focuses on the demand side of the financial market (i.e., corporations)—hypothesizes that
creditor protection has a negative effect on firms' use of debt. This view posits that strong creditor protection deters managers and
shareholders from using large amounts of debt because they want to avoid losing control in the case of financial distress.
Countries differ in the extent to which bankruptcy codes favor managers and shareholders vis-à-vis creditors. For example, the
U.S. bankruptcy code places managers at an advantage over creditors because it is based on the debtor-in-possession principle
and grants managers the exclusive right to devise a reorganization plan. However, in countries with strong creditor protection
where the bankruptcy code is not as protective of debtors, managers can be removed from their position upon default and
replaced by creditors or trustees. Hence, self-interested managers have an incentive to avoid debt in the face of strong creditor
protection. Consistent with the demand-side view, Rajan and Zingales (1995) argue that strong creditor protection commits
creditors “to penalizing management (and equity holders) if the firm gets into financial distress, thus giving management strong
incentives to stay clear of it” (p. 1444).