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It's My Stock and I'll Vote If I Want To : Conflicted Voting by Shareholders in (Hostile) M&A Deals

Gatti, Matteo - 2017

Persistent link: https://www.econbiz.de/10012969942

The Mechanisms of Voting Efficiency

Schouten, Michael C. - 2011

Persistent link: https://www.econbiz.de/10013133103

Constraints on Private Benefits of Control : Ex Ante Control Mechanisms Versus Ex Post Transaction Review

Gilson, Ronald J. - 2012

We consider how the state should regulate the consumption of pecuniary private benefits of control by controlling shareholders. These benefits have efficient aspects: they compensate the controlling shareholder for monitoring managers and for investing effort to create and implement projects....

Persistent link: https://www.econbiz.de/10013101995

The Drivers of Market Efficiency in Revlon Transactions

Subramanian, Guhan - 2003

Drawing from practitioner interviews and Gilson & Kraakman's "mechanisms" of market efficiency, I present the argument that the Delaware Supreme Court's decision in Revlon v. MacAndrews & Forbes, Inc. would reduce incentives to search and therefore would reduce overall efficiency in the market...

Persistent link: https://www.econbiz.de/10014087786

Decoupling and Motivation : Re-Calibrating Standards of Fiduciary Review, Rethinking 'Disinterested' Shareholder Decisions, and Deconstructing 'De-SPACs'

Hu, Henry T. C.; Hamermesh, Lawrence A. - 2023

At the heart of corporate governance are fundamental doctrines that limit court scrutiny of fiduciary and stockholder decisions: the business judgment rule limits scrutiny of informed director decisions and, as with Corwin cleansing, informed voting by “disinterested” shareholders is...

Persistent link: https://www.econbiz.de/10014349324

Do publicly listed insurance firms in Saudi Arabia have strong corporate governance?

Al-Faryan, Mamdouh Abdulaziz Saleh; Alokla, Jassem - In: Economies : open access journal 11 (2023) 1, pp. 1-41

Saudi Arabia has now opened its markets to foreign investors in line with its strategy to diversify its economy. However, investors need to feel confident that Saudi enterprises are being monitored and regulated appropriately. This study identifies the impact of improvements in Saudi corporate...

Persistent link: https://www.econbiz.de/10013500675

Proxy Access and Optimal Standardization in Corporate Governance : An Empirical Analysis

Steel, Reilly - 2018

—which the D.C. Circuit struck down for inadequate cost–benefit analysis. This Article presents an alternative theory as to the … consistent with this theory. Under my theory, shareholders prefer standardization because they must incur considerable …. Consistent with this theory, I find that standardization, not heterogeneity, has pervaded the post–Rule 14a-11 private ordering …

Persistent link: https://www.econbiz.de/10014120543

The Trajectory of American Corporate Governance : Shareholder Empowerment and Private Ordering Combat

Hill, Jennifer G. - 2020

Why are shareholder empowerment and activism such controversial issues in the United States today? Other common law jurisdictions, including the United Kingdom, have welcomed and encouraged greater shareholder participation and engagement in corporate governance. In the United States, however,...

Persistent link: https://www.econbiz.de/10014122766

Corporate Governance in Europe : A Critical Review of the European Commission's Initiatives on Corporate Law and Corporate Governance

Hopt, Klaus J. - 2016

European corporate law and corporate governance are moving ahead beyond expectation. Some British voices called this “a renaissance in the past decade”. In December 2012, the European Commission came forward with an Action Plan that combines both corporate law and corporate governance rules...

Persistent link: https://www.econbiz.de/10013004015

Captured Boards and Fractured Governance in a World of Cronyism - The Case of India

Balasubramanian, Bala N. - 2017

This paper examines the largely emasculated role of corporate boards of directors in effectively discharging their fiduciary obligations of promoting and protecting the interests of absentee shareholders. Although legislation and regulation in India, through the Companies Act and Listing...

Persistent link: https://www.econbiz.de/10012964438