Corporate management: Ownership, control and shareholders' rights

Control of Corporate Decisions: Shareholders vs. Management

Activist shareholders have lately been attempting to assert themselves in a struggle with management and regulators over control of corporate decisions. These efforts have met with mixed success. Meanwhile, shareholders have been pressing for changes in the rules governing access to the corporate proxy process, especially in regard to nominating directors. The key issue which these events have ...

Large Shareholders and Corporate Control

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Corporate Control and Multiple Large Shareholders∗

Many firms have more than one blockholder, but finance theory suggests that one blockholder should be sufficient to bestow all benefits on a firm that arise from concentrated ownership. This paper identifies a reason why more blockholders may arise endogenously. We consider a setting where multiple shareholders have endogenous conflicts of interest depending on the size of their stake. Such con...

Shareholders’ Pre-Emptive Rights

Dividends and Dominant Corporate Shareholders

It is widely held that for tax reasons corporate shareholders are the only shareholders that prefer dividends to capital gains. This has led to clientele models where corporate blockholders migrate to firms paying dividends and use their voting power to increase dividends in these firms. We use panel data and trades of large blocks of stock to investigate these propositions. Although one-third ...