Download or read book The Value of Voting Rights to Majority Shareholders written by Shmuel Hauser and published by . This book was released on 2009 with total page 35 pages. Available in PDF, EPUB and Kindle. Book excerpt: We study 84 dual class stock uni. cations, where superior vote shareholders gave up their superior voting status (all firm stocks became quot;one share one votequot;) and received (in most cases) compensation in the form of additional shares. Unifications are essentially intra-firm transactions of voting rights, and afford observation of the intra-firm assessed price of vote. The price of vote in unifications: 1) increases with the percentage vote lost by the majority shareholders, 2) is higher in family-controlled firms, 3) decreases with institutional investor holdings, and 4) is similar to the quot;outsidequot; price of vote implicit in the market prices of stocks.quot.
Download or read book Comparative Company Law written by Andreas Cahn and published by Cambridge University Press. This book was released on 2018-10-04 with total page 1095 pages. Available in PDF, EPUB and Kindle. Book excerpt: Presents in-depth, comparative analyses of German, UK and US company laws illustrated by leading cases, with German cases in English translation.
Download or read book The Value of Voting Rights to Majority Shareholders written by Shmuel Hauser and published by . This book was released on 2004 with total page 35 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Download or read book Quality Shareholders written by Lawrence A. Cunningham and published by Columbia University Press. This book was released on 2020-11-03 with total page 215 pages. Available in PDF, EPUB and Kindle. Book excerpt: Anyone can buy stock in a public company, but not all shareholders are equally committed to a company’s long-term success. In an increasingly fragmented financial world, shareholders’ attitudes toward the companies in which they invest vary widely, from time horizon to conviction. Faced with indexers, short-term traders, and activists, it is more important than ever for businesses to ensure that their shareholders are dedicated to their missions. Today’s companies need “quality shareholders,” as Warren Buffett called those who “load up and stick around,” or buy large stakes and hold for long periods. Lawrence A. Cunningham offers an expert guide to the benefits of attracting and keeping quality shareholders. He demonstrates that a high density of dedicated long-term shareholders results in numerous comparative and competitive advantages for companies and their managers, including a longer runway to execute business strategy and a loyal cohort against adversity. Cunningham explores dozens of corporate practices and policies—such as rational capital allocation, long-term performance metrics, and a shareholder orientation—that can help shape the shareholder base and bring in committed owners. Focusing on the benefits for corporations and their investors, he reveals what draws quality shareholders to certain companies and what it means to have them in an investor base. This book is vital reading for investors, executives, and directors seeking to understand and attract the kind of shareholders that their companies need.
Download or read book The Shareholder Value Myth written by Lynn Stout and published by Berrett-Koehler Publishers. This book was released on 2012-05-07 with total page 151 pages. Available in PDF, EPUB and Kindle. Book excerpt: An in-depth look at the trouble with shareholder value thinking and at better options for models of corporate purpose. Executives, investors, and the business press routinely chant the mantra that corporations are required to “maximize shareholder value.” In this pathbreaking book, renowned corporate expert Lynn Stout debunks the myth that corporate law mandates shareholder primacy. Stout shows how shareholder value thinking endangers not only investors but the rest of us as well, leading managers to focus myopically on short-term earnings; discouraging investment and innovation; harming employees, customers, and communities; and causing companies to indulge in reckless, sociopathic, and irresponsible behaviors. And she looks at new models of corporate purpose that better serve the needs of investors, corporations, and society. “A must-read for managers, directors, and policymakers interested in getting America back in the business of creating real value for the long term.” —Constance E. Bagley, professor, Yale School of Management; president, Academy of Legal Studies in Business; and author of Managers and the Legal Environment and Winning Legally “A compelling call for radically changing the way business is done... The Shareholder Value Myth powerfully demonstrates both the dangers of the shareholder value rule and the falseness of its alleged legal necessity.” —Joel Bakan, professor, The University of British Columbia, and author of the book and film The Corporation “Lynn Stout has a keen mind, a sharp pen, and an unbending sense of fearlessness. Her book is a must-read for anyone interested in understanding the root causes of the current financial calamity.” —Jack Willoughby, senior editor, Barron’s “Lynn Stout offers a new vision of good corporate governance that serves investors, firms, and the American economy.” —Judy Samuelson, executive director, Business and Society Program, The Aspen Institute
Download or read book Encyclopedia of Corporate Social Responsibility written by Samuel O. Idowu and published by Springer. This book was released on 2013-01-27 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: The role of Corporate Social Responsibility in the business world has developed from a fig leaf marketing front into an important aspect of corporate behavior over the past several years. Sustainable strategies are valued, desired and deployed more and more by relevant players in many industries all over the world. Both research and corporate practice therefore see CSR as a guiding principle for business success. The “Encyclopedia of Corporate Social Responsibility” has been conceived to assist researchers and practitioners to align business and societal objectives. All actors in the field will find reliable and up to date definitions and explanations of the key terms of CSR in this authoritative and comprehensive reference work. Leading experts from the global CSR community have contributed to make the “Encyclopedia of Corporate Social Responsibility” the definitive resource for this field of research and practice.
Download or read book The Modern Corporation and Private Property written by Adolf Augustus Berle and published by . This book was released on 1937 with total page 396 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Download or read book Executive Compensation and Shareholder Value written by Jennifer Carpenter and published by Springer Science & Business Media. This book was released on 2013-04-17 with total page 159 pages. Available in PDF, EPUB and Kindle. Book excerpt: Executive compensation has gained widespread public attention in recent years, with the pay of top U.S. executives reaching unprecedented levels compared either with past levels, with the remuneration of top executives in other countries, or with the wages and salaries of typical employees. The extraordinary levels of executive compensation have been achieved at a time when U.S. public companies have realized substantial gains in stock market value. Many have cited this as evidence that U.S. executive compensation works well, rewarding managers who make difficult decisions that lead to higher shareholder values, while others have argued that the overly generous salaries and benefits bear little relation to company performance. Recent conceptual and empirical research permits for the first time a truly rigorous debate on these and related issues, which is the subject of this volume.
Download or read book The Right to Vote written by Alexander Keyssar and published by Basic Books. This book was released on 2009-06-30 with total page 496 pages. Available in PDF, EPUB and Kindle. Book excerpt: Originally published in 2000, The Right to Vote was widely hailed as a magisterial account of the evolution of suffrage from the American Revolution to the end of the twentieth century. In this revised and updated edition, Keyssar carries the story forward, from the disputed presidential contest of 2000 through the 2008 campaign and the election of Barack Obama. The Right to Vote is a sweeping reinterpretation of American political history as well as a meditation on the meaning of democracy in contemporary American life.
Download or read book International Handbook on Shareholders Agreements written by Sebastian Mock and published by Walter de Gruyter GmbH & Co KG. This book was released on 2018-05-07 with total page 692 pages. Available in PDF, EPUB and Kindle. Book excerpt: Shareholders ́ Agreements have a growing influence on the general understanding of corporate law since they bind not only the shareholders but also affect the constitution of the corporation and can have a severe impact on capital markets. Therefore, Shareholders ́ Agreements are more and more subject to regulation in corporate, capital market and also insolvency law on the national, the European and the international level. This handbook provides a general examination of conceptual questions of Shareholders ́ Agreements and provides an analysis of the regulation of Shareholders ́ Agreements in European and international law and of the national law of more than 20 jurisdictions. Readers will get a general understanding of the theoretical and practical problems involved with Shareholders ́ Agreements and detailed information on the regulation of Shareholders ́ Agreements in several jurisdictions and the applicable law in the case of transnational corporations and cross-border transactions.
Download or read book The Corporate Practice of Gerrymandering the Voting Rights of Common Stockholders and the Case for Measured Reform written by Benjamin Barocas and published by . This book was released on 2019 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: The voting rights of common stockholders have been gerrymandered though the use of dual-class and multi-class governance structures, which drive a wedge between the economic interests and voting entitlements of shareholders. These corporate governance structures are designed to preserve control for corporate insiders, including founders and family members. Insiders can secure majority voting power in corporate affairs without needing to retain a proportionate economic interest in the enterprise. The corollary is that ordinary shareholders are not afforded a commensurate amount of voting rights with their economic interest. Main Street investors have a diminished voice, and their ability to influence the decision-making of firms is diluted. Dual-class and multi-class stock governance structures are employed to secure control for insiders who would otherwise lack majority control of the corporation based on their economic interest alone. The use of dual-class common stock regimes by Alphabet, Facebook, Spotify, and other prominent technology firms has thrust the issue of disproportionate voting structures into the spotlight and has raised pressing questions about whether this is a desirable or problematic development. Issues posed by nonvoting stock have been raised and explored for nearly a century now. Interrelated topics of dual-class shares and nonvoting shares have gained renewed interest in academic circles, law firm client memos, business news outlets, and the investing community at large. Much theoretical legal and empirical economic scholarship supports arguments on both sides of whether dual-class voting structures should be allowed at all. The policy justifications for regulating dual-class structures are rooted in the presence of collective action problems, agency cost issues, and potential for abuse, such as the insider's ability to secure perquisites at the expense of other shareholders. Perhaps the best counterargument against prohibiting dual-class stock structures altogether is that they ought to be considered in the broader context: the declining number of public companies in the United States and private enterprises choosing to remain private longer to pursue growth and create value without fear of interference from public markets, which can be more short-term oriented. Even though dual-class structures can be good, nonvoting shareholders are under-protected. In this Comment, I predominately focus on the extreme example of nonvoting common stock and argue that this amounts to disenfranchisement of public shareholders and necessitates modest reform. Part I considers the traditional protections of ordinary shareholders and provides relevant background information on dual-class structures. Part II explores the legal rights and entitlements for nonvoting shares of common stock. Part III studies and suggests potential solutions to the issues posed by nonvoting stock. Current forms of regulation, whether supported by private ordering arguments or external regulation arguments, do not accomplish enough in addressing the problems posed by nonvoting stock. I advance a novel multi-pronged framework for regulating nonvoting stock. First, federal securities laws could enable nonvoting shares to cast nonbinding votes. Second, state corporate laws ought to legally mandate that nonvoting shareholders have the right to attend annual meetings in an observer role. Third, state courts should impose a heightened standard of judicial review for companies with dual-class structures to encourage the use of procedures that empower shareholder votes. Fourth, nonvoting shares ought to have additional voting rights in some specific contexts as a matter of positive law.
Download or read book Shareholder Voting Rights and Practices in Europe and the United States written by Theodor Baums and published by Springer. This book was released on 1999-12-13 with total page 440 pages. Available in PDF, EPUB and Kindle. Book excerpt: With the increasing interest of foreign investors, particularly institutional investors, in European companies, there is a growing need for information on the different regimes affecting the legal status of shareholders. Investors need to be aware of the rights and privileges of shareholders in various jurisdictions in order to participate effectively in companies' voting and decision-making processes. This book provides detailed analysis of the rules and practices in sixteen European jurisdictions and the United States, covering issues such as convening the general meeting, depositing and blocking of shares, participation rights, setting of the agenda, voting rights and proxy rules. The authors also aim to make companies aware of practices which may hamper effective shareholder participation and, in comparing the different rules and practices, to identify areas where further harmonisation might be undertaken within the European Community framework. The papers collected here are the result of a conference organised by Professor Theodor Baums, of the University of Osnabrück and Professor Eddy Wymeersch, of the University of Ghent.
Download or read book Does Shareholder Voting Matter Evidence from the Takeover Market written by Paul Mason and published by . This book was released on 2018 with total page 54 pages. Available in PDF, EPUB and Kindle. Book excerpt: Voting rights are a basic shareholder-protection mechanism. Outside of the core voting requirements state law imposes (election of directors and votes on fundamental changes), federal law grants shareholders additional voting rights. But these rights introduce concomitant costs into corporate governance. Each grant of a voting right thus invites the question: is the benefit achieved worth the cost the vote imposes?The question is not merely a theoretical one. Recently the SEC, concerned about Nasdaq's potential weakening of shareholder voting protections, has lamented that little evidence exists on the value of the shareholder vote. This Article provides that evidence. It examines the implementation of a Nasdaq shareholder voting rule to identify the associated costs and benefits of requiring the approval of acquisitions by the acquiring firm's shareholders. It finds firms alter the structure of their acquisitions to avoid shareholder voting. On its own, this finding could suggest self-serving behavior -- managers may be avoiding shareholder votes to effectuate suboptimal transactions at the shareholders' expense. Yet this Article finds no difference in returns to acquisitions that require a shareholder vote and those that do not. This lack of a difference suggests that, on average, for acquiring shareholders the costs outweigh the benefits associated with shareholder voting. Such results suggest that regulators and exchanges alike should be cautious when imposing shareholder voting requirements. The shareholder franchise, a relatively blunt and costly instrument, is best suited to fundamental corporate changes and director elections.
Download or read book Clearing Settlement and Custody written by David Loader and published by Elsevier. This book was released on 2002-09-05 with total page 249 pages. Available in PDF, EPUB and Kindle. Book excerpt: 'Clearing, Settlement and Custody' focuses on the clearing, settlement and custody functions by analyzing how they work and the interaction between the organizations involved. The author examines the roles of clearing houses, central counterparties, central securities depositories and the custodians, as well as, assessing the impact on the workflow and procedures in the operations function at banks, brokers and institutions. The changes that are taking place in the industry are explored and the impact for operations managers and supervisors assessed.Clearing, settlement and custody is at the heart of everything that happens in the financial markets. The evolution of clearing and settlement is one that is still happening and as such, it is impacting on the operations function through both new practices but also, increasingly, in terms of regulation, risk and reputation.In essence the efficient clearing and settlement operation is managing risk, not because it is a direct part of the process but more because it is a bi-product. The routine procedures relate to reconciliation and record keeping. If these are performed efficiently and accurately it will result in accurate records of activity and profit and loss.The settlement process is a key element in identifying and correcting errors made by dealers and traders. Failure to identify the error or act promptly will result in potentially serious financial loss, as well as worrying audit and the regulators.In addition to these concerns the financial service sector is also undergoing a massive rationalization of the structure of clearing and settlement and seeking the twin goals of automation and shortening settlement cycles. The challenge for operations managers is considerable: manage costs, eradicate inefficiencies, create an environment to be competitive, and implement the procedures to meet future changes that will occur. In this book the author looks at some of the different roles, the processes and procedures, and the key issues, in order to help those in operations meet the challenge. The definitive series of professional references for those finance professionals concerned with "Back office" or operations management unique to this industry.Presents concise references on the essential management functions such as technology, client services, and risk management for financial operations management professionals.A comprehensive resource from a leading financial management consultant for global banks and institutions.
Download or read book The Effect of Voting Rights on Firm Value written by Cristina Mabel Scherrer and published by . This book was released on 2018 with total page 10 pages. Available in PDF, EPUB and Kindle. Book excerpt: We present a simple framework for dual-class stock shares, in which common shareholders receive public and private cash flows (i.e. dividends and any private benefit of holding voting rights) and preferred shareholders only receive public cash flows. We isolate those two cash flows in order to identify the role of voting rights on equity-holders' wealth. In particular, we employ a structural cointegrated VAR model and find a negative relation between the value of the voting right and the preferred shareholders' wealth.
Download or read book The Swiss Equity Market written by Henri B. Meier and published by Praeger. This book was released on 1985 with total page 232 pages. Available in PDF, EPUB and Kindle. Book excerpt: This book will familiarize the interested investor with Swiss equity shares at a time when they are becoming an attractive investment. It provides a short historical perspective and shows how trends detrimental to the equity market were broken in the mid-1970s and early 1980s. The performance of the Swiss equity market over time is revealed and the main determinants of share price cycles are investigated. A brief description of the history, organization, and significance of all Swiss stock exchanges is provided. The book also provides all the information a dealer requires concerning procedures and costs, trading hours, and types of transactions, as well as quotation lists and samples of individual billings. It describes how to deal at a Swiss stock exchange and how to list a share there. Foreign investors are instructed as to how to deal with their tax situation, legal restrictions upon the transfer of shares, and the implications of Swiss banking secrecy. Swiss corporate finance reporting and accounting practices are explained and interpreted. An Appendix provides an analysis of the shares of leading Swiss companies.
Download or read book Company Law and Sustainability written by Beate Sjåfjell and published by Cambridge University Press. This book was released on 2015-05-21 with total page 373 pages. Available in PDF, EPUB and Kindle. Book excerpt: This book advances an innovative, multi-jurisdictional argument for the necessity of company law reform to reorient companies towards environmental sustainability.
