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Shareholder Empowerment In Controlled Companies
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Book Synopsis Shareholder Empowerment in Controlled Companies by : Luh Luh Lan
Download or read book Shareholder Empowerment in Controlled Companies written by Luh Luh Lan and published by . This book was released on 2015 with total page 22 pages. Available in PDF, EPUB and Kindle. Book excerpt: Prevailing corporate governance literature has incontrovertibly identified the agency problems in controlled companies as those between the controlling shareholders (agent) and the minority shareholders (principal) or the “controller-minority” or “horizontal” agency problem While several corporate governance strategies have been proffered to address these agency problems in the broader milieu, here we raise and discuss two specific strategies that may be potentially deployed to address the agency problems in controlled companies. These are: (i) the participative strategy, wherein shareholders (particularly the minority) are enabled and encouraged to exercise greater participation in companies in which they have invested so as to strengthen shareholder democracy; and (ii) controlling strategy, wherein the focus is on controlling or regulating the actions of the controlling shareholders rather than empowering the minority shareholders. The core argument in this chapter is that given the predominant ownership and control exercised by the controlling shareholders in controlled companies, the participative strategy is sure to be met with impediments. Any amount of additions to the powers of the minority shareholders in corporate democracy would not be meaningful if they are required to exercise it in the shadow of a controlling shareholder's dominance. Given the ineffectiveness of the participative strategy, the corporate governance efforts in controlled companies may instead be better spent on the controlling strategy. A system of greater monitoring of controlling shareholders, especially on matters where such shareholders may be interested, such as self-dealing transactions, would augur to the benefit of the minority shareholders. We explore these strategies by concentrating on one jurisdiction, i.e. Singapore. The study of Singapore is interesting because it ranks highly among Asian economies against indicators for corporate governance and investor protection. At the same time, the corporate sphere is replete with controlled companies, where dominant control is exercised either by business families or the state. Singapore thus provides an eminently suitable case study for when the participative strategy might work (if at all) and how that might be bolstered through the operation of the controlling strategy so as to protect the minority shareholders and address the agency problem relevant to controlled companies.
Book Synopsis Shareholder Empowerment by : Maria Goranova
Download or read book Shareholder Empowerment written by Maria Goranova and published by Springer. This book was released on 2015-12-27 with total page 349 pages. Available in PDF, EPUB and Kindle. Book excerpt: In this volume, leading management experts offer critical insights into the promises and illusions of shareholder empowerment, the discrepancies between theory and practice, and the challenges posed by variations in global corporate governance regimes.
Author :United States. Congress. House. Committee on Financial Services. Subcommittee on Capital Markets, Insurance, and Government Sponsored Enterprises Publisher : ISBN 13 : Total Pages :420 pages Book Rating :4.:/5 (327 download)
Book Synopsis Corporate Governance and Shareholder Empowerment by : United States. Congress. House. Committee on Financial Services. Subcommittee on Capital Markets, Insurance, and Government Sponsored Enterprises
Download or read book Corporate Governance and Shareholder Empowerment written by United States. Congress. House. Committee on Financial Services. Subcommittee on Capital Markets, Insurance, and Government Sponsored Enterprises and published by . This book was released on 2010 with total page 420 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Book Synopsis Shareholder Empowerment as an End in Itself by : James A. McConvill
Download or read book Shareholder Empowerment as an End in Itself written by James A. McConvill and published by . This book was released on 2006 with total page 35 pages. Available in PDF, EPUB and Kindle. Book excerpt: There is currently an exciting debate underway regarding the way in which power should be allocated in the modern public corporation. A special edition of the Harvard Law Review in April 2006 was devoted to this debate.The current debate is the result of recent proposals, both by the US Securities amp; Exchange Commission as well as by corporate governance commentators, to increase shareholder power. The ironic thing about this debate, but which so far has not been addressed, is the degree of unity regarding the value of shareholder participation. Both sides (which I categorise for convenience as 'shareholder primacists' and 'director primacists') believe that the participatory rights of shareholders should be increased if this would improve corporate performance. Accordingly, there is no place for increased shareholder power if it does not strengthen the bottom line, even if shareholder empowerment is no threat to the authority of the directors, and may provide non-financial benefits to the shareholders.This article disputes this commonly held view regarding the value of shareholder participation in the corporation. It will be argued that shareholder participation is not simply a means to an end but rather an end in itself. A fresh look at shareholder power with the assistance of empirical research in the emerging areas of happiness studies and 'psycho-economics', suggests that shareholders would enjoy greater, longer-lasting happiness by using their shares to have a participatory role in the corporation. It seems that active participation, rather than conventional passivity, may in fact be the 'rational choice'. Accordingly, with the support of this emerging research, it is argued that there is a strong case for increasing shareholder power.
Book Synopsis Activist Shareholders at De Facto Controlled Companies by : Gaia Balp
Download or read book Activist Shareholders at De Facto Controlled Companies written by Gaia Balp and published by . This book was released on 2019 with total page 48 pages. Available in PDF, EPUB and Kindle. Book excerpt: Activist campaigns are likely to increasingly target controlled companies. Studies concerning activism at controlled companies focus on shareholder-empowering tools, such as board representation rights, as a pathway for reducing majority-minority agency costs. However, no clear dividing line between de jure and de facto controlled companies is drawn when analyzing the potential corporate governance effects of successful activist intervention. Building on the recent Telecom Italia case, this Article analyzes the possible unexpected corporate-governance consequences of successful activist intervention at de facto controlled companies, showing that such a distinction is not a trivial one. Under certain conditions, the interplay of activism and de facto control predicts instability, or at least inefficiency, at the corporate governance level following successful activist intervention. Where board representation rights apply and the shareholder base includes a significant share of institutional investors, institutions' teaming up with activists can bring about substantial changes in the governance structure of the form, typically at the board level, and terminate control, regardless of any change in corporate ownership and the voting rights. Reversing the ordinary balance of powers between minority and majority shareholders can bring about a situation characterized by both the disadvantages of not having a controller and those associated with contestable control. In such a situation, the monitoring role to be played by institutional shareholders is bound to be pivotal. This Article warns to potential corporate governance unexpected effects of activism at de facto controlled companies within a regulatory environment that ensures shareholder board representation, and complements the skeptical view about promoting shareholder engagement with a view to the risk of institutions' inadequate monitoring.
Book Synopsis Research Handbook on Shareholder Power by : Jennifer G. Hill
Download or read book Research Handbook on Shareholder Power written by Jennifer G. Hill and published by Edward Elgar Publishing. This book was released on 2015-07-31 with total page 638 pages. Available in PDF, EPUB and Kindle. Book excerpt: Much of the history of corporate law has concerned itself not with shareholder power, but rather with its absence. Recent shifts in capital market structure require a reassessment of the role and power of shareholders. These original, specially commiss
Book Synopsis The Trajectory of American Corporate Governance by : Jennifer G. Hill
Download or read book The Trajectory of American Corporate Governance written by Jennifer G. Hill and published by . This book was released on 2020 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: Why are shareholder empowerment and activism such controversial issues in the United States today? Other common law jurisdictions, including the United Kingdom, have welcomed and encouraged greater shareholder participation and engagement in corporate governance. In the United States, however, this prospect has been met with widespread apprehension and resistance. There is a paradox here. The United States is generally regarded as the birthplace of shareholder activism, yet U.S. shareholders have traditionally possessed far fewer corporate governance rights than shareholders in other common law jurisdictions, where such rights are often guaranteed by mandatory laws. U.S. corporate law has been much more focused on protecting shareholders than enabling shareholders to participate in corporate governance, and thereby protect themselves. This article discusses the trajectory of corporate governance in the United States, with particular attention to the regulatory distinction between shareholder protection versus participation in corporate governance. In doing so, it highlights evolving shareholder governance rights in the United States against the backdrop of the shareholder empowerment and proxy access debates. The article also investigates recent U.S. developments, including the growing use by institutional investors of private ordering as a “self-help” mechanism to gain stronger participatory rights. These developments, including controversial bylaw amendments, have readjusted the balance of power between shareholders and boards of directors in U.S. public corporations. They have also created a dynamic and shifting corporate governance terrain, where boards and shareholders are increasingly engaged in “private ordering combat.” The article also explores the intriguing underlying question of why shareholder empowerment and participation in corporate governance are such fraught issues in the United States, compared to some other common law jurisdictions, such as the United Kingdom. To explain this puzzle, the article looks to legal history and to the fundamentally different organizational origins of US and UK corporate law. Organizational origins matter, and divergence in those origins, combined with the phenomenon of "origins backlash", can lead to fundamental differences in the structure of legal regimes. The article argues that this insight is critical to understanding why shareholder empowerment and participation in corporate governance are, and are likely to remain, such contentious issues in the United States compared to other common law jurisdictions.
Book Synopsis Shareholder Empowerment by : Maria Goranova
Download or read book Shareholder Empowerment written by Maria Goranova and published by Springer. This book was released on 2015-12-27 with total page 519 pages. Available in PDF, EPUB and Kindle. Book excerpt: In this volume, leading management experts offer critical insights into the promises and illusions of shareholder empowerment, the discrepancies between theory and practice, and the challenges posed by variations in global corporate governance regimes.
Book Synopsis Shareholder Empowerment by : Maria L. Goranova
Download or read book Shareholder Empowerment written by Maria L. Goranova and published by . This book was released on 2015 with total page 42 pages. Available in PDF, EPUB and Kindle. Book excerpt: Recent trends in shareholder empowerment have spurred a heated debate whether empowered shareholders will ultimately cure corporate ills or adversely affect corporate fortunes. While some scholars claim that further strides in empowering shareholders will improve managerial accountability and firm performance, critics warn that shareholder empowerment will merely amplify corporate myopia and shift the problem of managerial self-serving to shareholders' self-serving. In this volume we address this paradox by bringing together both proponents and skeptics of the shareholder empowerment movement, and focusing on management scholars' insights on the implications of shareholder empowerment for contemporary corporations and their practices.
Book Synopsis Shareholder Empowerment by : Michael Zurkinden
Download or read book Shareholder Empowerment written by Michael Zurkinden and published by Nomos Verlagsgesellschaft. This book was released on 2010 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: How can shareholders play a more active role in the corporation? Which institutional arrangements can awaken this sleeping giant and channel its power in a beneficial direction? This dissertation explores three delegation arrangements which are of particular interest from a shareholder empowerment perspective: the board of directors, pension funds, and corporate vote buying. The book argues that - in order to be truly effective - the delegation of monitoring and voting power should generally be made subject to a competitive process. Two of the three arrangements - competitive director elections and the free choice of pension funds - hold promise of leading to an actual empowerment of shareholders, while the third arrangement - corporate vote buying - appears to disempower rather than empower them. Dissertation.
Book Synopsis Protecting Minority Shareholders in Blockholder-Controlled Companies - Evaluating the UK's Enhanced Listing Regime in Comparison with Investor Protection Regimes in New York and Hong Kong by : Iris H-Y. Chiu
Download or read book Protecting Minority Shareholders in Blockholder-Controlled Companies - Evaluating the UK's Enhanced Listing Regime in Comparison with Investor Protection Regimes in New York and Hong Kong written by Iris H-Y. Chiu and published by . This book was released on 2014 with total page 44 pages. Available in PDF, EPUB and Kindle. Book excerpt: The London Stock Exchange is a vibrant capital market which attracts issuers from all over the world, bringing companies with diverse corporate governance practices and norms into the UK listed landscape. The dominant mode of corporate governance in UK public companies has historically been dispersed ownership. However, during the last decade or so, the UK Listing regime has found itself addressing unfamiliar governance issues arising at companies with a concentrated ownership structure. Such companies have typically originated from the natural resources/mining sectors of various developing economies, and initially appealed to investors due to their strong growth prospects. Unfortunately, a series of high profile scandals at Bumi (now renamed Asia Mineral Resources), Eurasian Natural Resources Corporation (now de-listed) and Essar Energy, have tarnished the reputation of such foreign listings and led the UK Listing Authority (the Financial Conduct Authority) to introduce new corporate governance standards as part of its Listing Regime for companies with controlling shareholders (thereafter 'The Enhanced Listing Regime'). The new rules came into force in May 2014. The Enhanced Listing Regime is essentially a measure of minority shareholder protection. It introduces several prescriptive corporate governance standards to protect minority shareholders in blockholder-controlled companies. These standards are novel in nature compared to the corporate governance standards that have been developed thus far in the UK and in other key listing regimes. Minority shareholder protections are important to listing regimes due the importance of legal and regulatory frameworks to economic and financial development. Although the original La Porta et al thesis connecting law and finance has since been criticised for its broad brush approach, various methodological inadequacies and incongruence with empirical data, most commentators acknowledge that 'law matters' to certain extents in different contexts. We analyse how the Enhanced Listing Regime works as a minority protection mechanism in blockholder-controlled companies. In the context of the UK equity market, developing standards for the governance of such companies is relatively unchartered territory. We therefore place the FCA's pioneering efforts in the wider context of minority protection frameworks in global capital markets and engage in a comparative analysis to see if lessons can be learnt from elsewhere.
Book Synopsis Bringing Controlling Shareholders to Court by : Chunyan Fan
Download or read book Bringing Controlling Shareholders to Court written by Chunyan Fan and published by . This book was released on 2013 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: Controlling shareholders have largely unbalanced power in the governance structure of corporations, which leaves the minority shareholders vulnerable to being exploited. One way to deal with the problem is to allow minority shareholders to sue a controlling shareholder when they think they have been treated unfairly by the said controlling shareholder, and the challenged conduct will be reviewed by court under certain standard pre-set by law. Legal practitioners and economists consider this kind of solution a standard-based strategy. This doctoral thesis discusses how to use these standard-based strategies most efficiently when dealing with conflicts between controlling and minority shareholders. The book identifies three sub-issues that need to be addressed properly by law makers for a standard-based strategy to function in an efficient way: (1) What is the substantive standard of controlling shareholder conduct?; (2) How should the standard be enforced by court?; and (3) How to choose between standard-based strategies and other regulatory strategies? The book examines these three questions through studies of three individual jurisdictions: the US, the UK, and China. Thesis.
Book Synopsis The Oxford Handbook of Corporate Law and Governance by : Jeffrey Neil Gordon
Download or read book The Oxford Handbook of Corporate Law and Governance written by Jeffrey Neil Gordon and published by Oxford University Press. This book was released on 2018 with total page 1217 pages. Available in PDF, EPUB and Kindle. Book excerpt: Corporate law and governance are at the forefront of regulatory activities worldwide, and subject to increasing public attention in the wake of the Global Financial Crisis. Comprehensively referencing the key debates, the Handbook provides a much-needed framework for understanding the aims and methods of legal research in the field.
Book Synopsis Quality Shareholders by : Lawrence A. Cunningham
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.
Book Synopsis Shareholder Democracy by : Lisa M. Fairfax
Download or read book Shareholder Democracy written by Lisa M. Fairfax and published by . This book was released on 2011 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: This book offers a succinct, practical guide for understanding what some have referred to as shareholder democracy--efforts to facilitate and increase shareholder voting power within the corporation. In the past few years there has been a surge in shareholder activism that has had a profound impact on the corporation. Shareholders and other activists have sought to increase shareholders' voting power within the corporation based largely on the belief that increasing shareholder power will increase director and officer accountability, thereby helping to curb corporate misconduct and improve corporate performance. However, there is intense debate regarding whether increased shareholder power can achieve such objectives and whether increased shareholder power will negatively impact the corporation. This book is the first to provide a concise, but comprehensive look at the various ways in which shareholders have sought to enhance their voting power and influence within the corporation. In addition to examining shareholder activism, this book highlights and analyzes the debate regarding the propriety of increased shareholder power. This book also analyzes the impact of recent developments aimed at facilitating shareholder power such as majority voting, say on pay, and proxy access. This book will serve as a useful tool not only for those who desire a straight-forward analysis of shareholder rights and activism, but also for those seeking a reference guide on an issue of growing importance to corporate law and corporate governance.
Book Synopsis Shareholder Activism by : Nils Krause
Download or read book Shareholder Activism written by Nils Krause and published by Walter de Gruyter. This book was released on 2017-03-20 with total page 304 pages. Available in PDF, EPUB and Kindle. Book excerpt: In recent years shareholder activism has increased, becoming a more mainstream way of pressuring companies to effect certain changes to maximize shareholder value. The current economic market and the resulting scrutiny surrounding management's ability to effectively lead a company have resulted in an increasing awareness of corporate governance issues. As more activists make their agendas publicy known, management and corporate advisors, as well as shareholders, are becoming better equipped to handle such challenges.
Book Synopsis The Battle for Corporate Control by : Arnold W. Sametz
Download or read book The Battle for Corporate Control written by Arnold W. Sametz and published by McGraw-Hill Professional Publishing. This book was released on 1991 with total page 632 pages. Available in PDF, EPUB and Kindle. Book excerpt:
