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Voting in corporations
Miller, Alan D. - In: Theoretical economics : TE ; an open access journal in … 16 (2021) 1, pp. 101-128
voting rules: ratio rules, difference rules, and share majority rules. The characterizations rely on two key axioms: merger …
Persistent link: https://www.econbiz.de/10012415597
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The Mechanisms of Voting Efficiency
Schouten, Michael C. - 2011
Persistent link: https://www.econbiz.de/10013133103
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Voting Choice
Malenko, Andrey; Malenko, Nadya - 2023
Traditionally, fund managers cast votes on behalf of investors whose capital they manage. Recently, this system has come under intense debate given the growing concentration of voting power among a few asset managers and disagreements over environmental and social issues. Major fund managers now...
Persistent link: https://www.econbiz.de/10014355573
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Voting in Corporations
Miller, Alan D. - 2020
voting rules: ratio rules, difference rules, and share majority rules. The characterizations rely on two key axioms: merger …
Persistent link: https://www.econbiz.de/10012854292
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The Idealized Electoral College Voting Mechanism and Shareholder Power
Van Wesep, Edward Dickersin - 2013
Increasing concern over corporate governance has led to calls for more shareholder in uence over corporate decisions, but allowing shareholders to vote on more issues, such as executive compensation, may not affect the quality of governance. We should expect instead that, under current rules,...
Persistent link: https://www.econbiz.de/10013091344
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Strategic Voting and Insider Ownership
Marquardt, Blair B. - 2019
Manager incentives are viewed as being better aligned with those of shareholders when they have an ownership stake in the firms they manage. However, manager ownership can exacerbate agency problems by better enabling managers to pass shareholder resolutions. We outline a model of strategic...
Persistent link: https://www.econbiz.de/10012901946
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When do proxy advisors improve corporate decisions?
Buechel, Berno; Mechtenberg, Lydia; Wagner, Alexander F. - 2022
There is an ongoing debate about how proxy advisory firms affect corporate decisions. A major concern is that shareholders seeking to save costs use a proxy advisor's vote recommendation as substitute for own research, thereby reducing efficiency of shareholder decision-making. We show that the...
Persistent link: https://www.econbiz.de/10013405825
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The Timing and Method of Payment in Mergers when Acquirers Are Financially Constrained
Gorbenko, Alexander S. - 2017
While acquisitions are a popular form of investment, the link between firms' financial constraints and acquisition policies is not well-understood. We develop a model in which financially-constrained bidders decide when to approach the target, how much to bid, and whether to bid in cash or...
Persistent link: https://www.econbiz.de/10012974611
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Appraising the 'Merger Price' Appraisal Rule
Choi, Albert H. - 2018
This paper develops an auction design framework to analyze various methods for assessing “fair value” in post-merger … merger price itself. We show that merger price deference effectively nullifies the role that appraisal can potentially play … examine conditions under which deference to the merger price can be optimal. Our results have empirical implications for …
Persistent link: https://www.econbiz.de/10012935039
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Termination Fees and Efficient Merger Contracts
Farfaras, Georgios - 2014
We present a model in which mutual gains from trade motivate the use of termination provisions in merger contracts. The … inclusion of a termination provision in the contract permits Pareto efficient merger contracts and results in strictly higher … form of bidder insurance, although they do increase the probability that a merger is consummated. The model provides a rich …
Persistent link: https://www.econbiz.de/10013068056