Download or read book The Disciplinary Effects of Proxy Contests written by Vyacheslav Fos and published by . This book was released on 2015 with total page 45 pages. Available in PDF, EPUB and Kindle. Book excerpt: Using a manually collected data set of all proxy contests from 1994 through 2012, I show that proxy contests play an important role in hostile corporate governance. Target shareholders benefit from proxy contests: the average abnormal returns reach 6.5% around proxy contest announcements. Proxy contests that address firms' business strategies and undervaluation are most beneficial for shareholders. In contrast, proxy contests that aim at changing capital structure and governance do not lead to higher firm values. Relative to matching firms, future targets are smaller, they have higher stock liquidity, higher institutional and activist ownership, lower leverage and market valuation, and higher investments. While most of these characteristics predict proxy contests in time-series, prior to proxy contests targets also experience poor stock performance, decreases in investments, increases in cash reserves and payouts to shareholders, and increases in management's entrenchment. These changes in corporate policies are consistent with targets' attempts to affect the probability of a proxy contest.
Download or read book Anticipating Loss from Proxy Contests written by Jian Huang and published by . This book was released on 2017 with total page 39 pages. Available in PDF, EPUB and Kindle. Book excerpt: We empirically investigate the impact of a proxy threat on corporate policies and find that the credibility of a proxy threat encourages incumbent managers to pursue more leveraged, more dividend paying, and less acquisitive policies. We provide the first evidence that the disciplinary effects of proxy contests are not only driven by the credibility of a proxy threat, but also transient. Incumbents reverse policy changes at the expense of outside shareholders once a credible threat of losing a proxy contest disappears.
Download or read book Essays on initial public offerings and the disciplinary effects of proxy contests written by Jian Huang and published by . This book was released on 2013 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Download or read book Directors Career Concerns written by Shuran Zhang and published by . This book was released on 2020 with total page 52 pages. Available in PDF, EPUB and Kindle. Book excerpt: This paper studies the disciplinary spillover effects of proxy contests on companies that share directors with target firms, i.e., interlocked firms. In difference-in-differences tests, I find that interlocked firms reduce excess cash holdings, increase shareholder payouts, cut CEO compensation, and engage in less earnings management in the year after proxy contests. The effects are more pronounced when both the interlocked and target firms have a unitary board and when the interlocking director is up for election, is younger, or has shorter tenure. Overall, the evidence highlights the importance of directors' career concerns in policy spillovers across firms with board interlocks.
Download or read book Corporate Takeover Law and Management Discipline written by Francis A Okanigbuan Jnr and published by Routledge. This book was released on 2019-12-06 with total page 215 pages. Available in PDF, EPUB and Kindle. Book excerpt: This book examines the effectiveness of corporate takeovers. The dominant ideologies of corporate takeovers include synergistic gains and its managerial disciplinary role. These dominant themes are being undermined by the challenges of costly acquisitions. The UK Takeover Code is a regulatory response to the role of managers of target companies only. Also, the regulatory framework for takeovers in the United States is largely focused on target companies. The book demonstrates that managements can influence the role of takeovers, thereby undermining its synergistic and disciplinary values. Presenting an identification and evaluation of the limits of current regulatory and judicial control over the role of management during takeovers in the UK and the US -Delaware, it will identify the relevance of institutional control as an effective mechanism for addressing the challenges of managerial influence over takeover functions. It will also identify how the role of managements can be addressed with the complementary benefit to shareholder and employee interests; thereby challenging the shareholder/ stakeholder primacy debate in corporate law, particularly in relation to takeovers. This book will be essential reading for scholars and students interested in the market for corporate control, corporate law and company law.
Download or read book Proxy Contests for Corporate Control written by Edward Ross Aranow and published by . This book was released on 1968 with total page 720 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Download or read book Proxy Contests for Control written by Alan Norman Miller and published by . This book was released on 1981 with total page 242 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Download or read book The Impact of Rights Plans on Proxy Contests written by Randall S. Thomas and published by . This book was released on 1993 with total page 80 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Download or read book Proxy Contests Handbook written by and published by . This book was released on 1989 with total page 886 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Download or read book Proxy Contests written by and published by . This book was released on 1982 with total page 1026 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Download or read book Aranow Einhorn on Proxy Contests for Corporate Control written by Randall S. Thomas and published by Aspen Publishers. This book was released on 1998-01-01 with total page pages. Available in PDF, EPUB and Kindle. Book excerpt: Widely recognized as the attorney's 'bible' for handling contested elections of boards of directors and shareholder proposals, this time-honored treatise addresses the unique demands of the past decade. Here, you'll find the most comprehensive, current and practical coverage of the critical issues surrounding these contests, plus the latest state and federal law with in-depth discussions of recent rules that can affect your every move in this highly regulated field. A virtual blueprint on how to proceed under all the newest requirements, ARANOW & EINHORN ON PROXY CONTESTS FOR CORPORATE CONTROL brings you all-new material on such crucial topics as: SEC regulations of proxy solicitations the form of proxy Federal antifraud rules Proxy contest defensive tactics Executive pay the new shareholder communications rules Disproportionate voting rights the shareholder proposal rule Joint tender offer and proxy contests. ARANOW & EINHORN ON PROXY CONTESTS FOR CORPORATE CONTROL takes you step-by-step through the considerations and legal intricacies of successfully initiating - or defending against - a proxy contest. from preparing for a contest and meeting to the solicitation of proxies to conducting the meeting, you get a thorough evaluation and indispensable 'how-to' problem-solving guidance not available anywhere else.
Download or read book Judicial Review of Defensive Tactics in Proxy Contests written by Randall S. Thomas and published by . This book was released on 2011 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: This article focuses on proxy contests for corporate control. In a proxy contest for corporate control, shareholders try to wrest control of a target corporation from the existing board of directors by winning a corporate election of directors. Issue contests, by comparison, are proxy contests over fundamental corporate changes, such as merger proposal or charter amendments, or proxy solicitations relating to shareholder proposals under Rule 14a-8. Lucian A. Bebchuk and Marcel Kahan, Proxy Contests, A Framework For Analyzing Legal Policy Towards Proxy Contests, 78 Cal. L. Rev. 1071, 1074-1075 (1990). This Article will use the term proxy contests to mean proxy contests for corporate control. It will use the term joint offer to refer to a joint tender offer and proxy contest.
Download or read book Mergers Acquisitions and Corporate Restructurings written by Patrick A. Gaughan and published by John Wiley & Sons. This book was released on 2015-04-27 with total page 688 pages. Available in PDF, EPUB and Kindle. Book excerpt: The comprehensive guide to mergers, acquisitions, and corporate restructurings Mergers, Acquisitions, and Corporate Restructurings is an all-inclusive guide to M&As that illustrates how restructuring can be used successfully, how each form works, and the laws that govern them. This updated edition includes the latest statistics, research, graphs, and case studies on the private equity market, ethics, legal frameworks, and corporate governance, presented in a more approachable, manageable way. Written from a practical and historical perspective, this book carefully analyzes the strategies and motives that inspire M&As, the legalities involved each step of the way, and the offensive and defensive techniques used during hostile acquisitions. Corporate restructurings are indispensable in building a new generation of re-engineered companies with the power and resources to compete on the global playing field. This book covers the full spectrum of transactions, from megadeals to downsizing, and takes a fresh look at restructuring and how it is being used to revitalize and supercharge companies. Learn how corporate restructuring helps companies compete Discover the common impetus behind M&As Understand the laws and rules that govern the field Examine more effective strategies for hostile acquisitions The slowdown in the world's economy means that mergers and corporate restructuring will likely increase. It is essential for students and professionals to fully understand the concepts and mechanics behind these transactions, and Mergers, Acquisitions, and Corporate Restructurings is the comprehensive guide to the field.
Download or read book Proxy Contests in an Era of Increasing Shareholder Power written by Jeffrey N. Gordon and published by . This book was released on 2008 with total page 29 pages. Available in PDF, EPUB and Kindle. Book excerpt: The current debate over shareholder access to the issuer's proxy for the purpose of making director nomination is both overstated in its importance and misses the serious issue in question. The Securities Exchange Commission's new e-proxy rules, which permit reliance on proxy materials posted on a website, should substantially reduce the production and distribution cost differences between a meaningful contest waged via issuer proxy access and a freestanding proxy solicitation. The serious question relates to the appropriate disclosure required of a shareholder nominator no matter which avenue is used. Institutional investors and other shareholder activists should focus their energies on working through the mechanics of waging short-slate proxy contests using e-proxy solicitations. Activist institutions need to prepare the disclosure package required under the existing proxy rules. Such disclosure may be tested (and refined) through litigation, but a standardized package should emerge relatively quickly that the institution could use in proxy contests without a control motive. Institutional investors need to become facile with the e-proxy model (including coordinating a practice for opting-in to web-access) and should appreciate the extent to which proxy advisory services will do much of the actual solicitation work. If institutions are unwilling to make the relatively modest investment to master the mechanics of e-proxy contest, both in their initiation as well as voting in support of them, then their role in corporate governance will necessarily be limited.
Download or read book Hedge Fund Activism written by Alon Brav and published by Now Publishers Inc. This book was released on 2010 with total page 76 pages. Available in PDF, EPUB and Kindle. Book excerpt: Hedge Fund Activism begins with a brief outline of the research literature and describes datasets on hedge fund activism.
Download or read book Proxy contests for corporate control a treatise on the legal and practical problems of management and insurgents in a corporate proxy contest by E R Aranow and H A Einhorn written by Edward Ross Aranow and published by . This book was released on with total page pages. Available in PDF, EPUB and Kindle. Book excerpt:
Download or read book The Firm Divided written by Graeme Alexander Guthrie and published by Oxford University Press. This book was released on 2017 with total page 353 pages. Available in PDF, EPUB and Kindle. Book excerpt: The Firm Divided blends the narrative of events involving particular firms and individuals with the insights of that academic research to present a coherent framework that ties the various strands of corporate governance-good and bad-together.
