Governing a firm via "voice" requires sufficient shares to speak with one voice. However, the lead activist of a shareholder campaign typically only owns a small percentage of the target firm's shares. How can a small activist govern a firm via intervention? By developing a game-theoretic model,...

We compare publicly disclosed forecasts and internal forecasts collected by confidential government surveys using a sample of publicly-listed Japanese firms. Both forecasts are mandatory and meaningfully predict corporate policy but on average public forecasts are pessimistic relative to...

Corporate governance is a multidimensional construct, with many interactive mechanisms that must be simultaneously managed for efficiency. We develop a model where multiple governance mechanisms (board independence, board expertise, and CEO equity incentives) are endogenously selected to...

This paper assesses whether cross-border M&A decisions exhibit network effects. We estimate exponential random graph models (ERGM) and temporal exponential random graph models (TERGM) to evaluate the determinants of cross-country M&A investments at the sectoral level. The results show that...

When the design of an artifact is quot;modularized,quot; the elements of the design are split up and assigned to modules according to a formal architecture or plan. Some of the modules are quot;hidden,quot; meaning that design decisions in those modules do not affect decisions in other modules;...

Corporate governance in this country is heading in the wrong direction. The primary reason is that the governance strategies put in place, particularly the independent board required by Sarbanes-Oxley Act, may create turmoil, even animosity or adversarial relationship, in the boardroom. For...

This paper identifies some policy options for encouraging widely dispersed shareholders and/or their fiduciary agents to become more effective in controlling corporations. Even though institutional shareholders have a fiduciary responsibility to exercise their ownership rights to discipline...

This article provides experimental evidence that bidder and target shareholders of a takeover announcement exhibit differences in their actions explained by individual traits and by the environment in which investors must decide. These variables should be considered when designing an adequate...

As a subcategory of contract negotiations, corporate transactions present information problems that have not been fully analyzed. In particular, the literature does not address the possibility that parties may simply be unaware of value-increasing transaction terms or their outside option. Such...

Snap's IPO with no voting rights shows there is disagreement on what good governance means. Some experts viewed the founders' total control over Snap, and the resulting lack of accountability to shareholders, as a “banana republic approach” to corporate governance. Others believe that Snap's...