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Persistent link: https://www.econbiz.de/10010509446
A battle is brewing for control of America's most dynamic companies. Entrepreneurs are increasingly seeking protection from interference or dismissal by public investors through the adoption of dual-class stock structures in initial public offerings. Institutional investors are pushing back,...
Persistent link: https://www.econbiz.de/10011721539
The desirability of a dual-class structure, which enables founders of public companies to retain a lock on control while holding a minority of the company's equity capital, has long been the subject of a heated debate. This debate has focused on whether dual-class stock is an efficient capital...
Persistent link: https://www.econbiz.de/10011674094
We investigate the relation between corporate governance characteristics of hostile takeover targets and the choice to …
Persistent link: https://www.econbiz.de/10010337622
Institutional shareholders around the world increasingly use share-voting to protect their portfolio investments and improve corporate governance. However, exercising voting rights involves costly and often arcane country-specific legal rules. Efforts are under way to harmonize cross-border...
Persistent link: https://www.econbiz.de/10009241643
This Article contributes to the long-standing and heated debate over dual-class companies by placing a spotlight on a significant set of dual-class companies whose structures raise especially severe governance concerns: those with controllers holding a small minority of the company's equity...
Persistent link: https://www.econbiz.de/10011972992
A central challenge in the regulation of controlled firms is curbing rent extraction by controllers. As independent directors and fiduciary duties are often insufficient, some jurisdictions give minority shareholders veto rights over related-party transactions. To assess these rights'...
Persistent link: https://www.econbiz.de/10011810919
The rise of a small group of investment (asset) managers with an enormous potential to influence corporate decision-making has reinforced attention to shareholder stewardship as one of the pillars of corporate governance. But weak incentives to invest in shareholder oversight and limited...
Persistent link: https://www.econbiz.de/10012507489
Shareholder say-on-pay votes allow institutional investors to influence the incentives of managers and, consequently, corporate behaviour. Surprisingly, the preferences of investors on executive compensation have been largely overlooked in the ongoing debates on sustainable corporate behaviour....
Persistent link: https://www.econbiz.de/10014254709
We study the consequences of weakening shareholder primacy using Nevada Senate Bill 203 as a quasi-natural experiment. A difference-in-differences analysis shows that, instead of improving their governance in response to the Bill to reassure capital providers, affected firms experience a...
Persistent link: https://www.econbiz.de/10015409860