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Three Essays On Corporate Governance Using Rdd Applied To Close Votes On Shareholder Proposals
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Book Synopsis Three Essays on Corporate Governance Using RDD Applied to Close Votes on Shareholder Proposals by : Frederic Menninger
Download or read book Three Essays on Corporate Governance Using RDD Applied to Close Votes on Shareholder Proposals written by Frederic Menninger and published by . This book was released on 2018 with total page pages. Available in PDF, EPUB and Kindle. Book excerpt:
Book Synopsis Essays in Corporate Governance by : Ms. Nadya Malenko
Download or read book Essays in Corporate Governance written by Ms. Nadya Malenko and published by . This book was released on 2011 with total page pages. Available in PDF, EPUB and Kindle. Book excerpt: This dissertation provides a theoretical analysis of several corporate governance mechanisms in the presence of information asymmetries and agency conflicts between shareholders, managers, and directors. The first essay of the dissertation analyzes decision-making in corporate boards and studies how board characteristics and the design of board meetings affect board decisions. Two other essays are on shareholder activism. The second essay focuses on voting for non-binding shareholder proposals and examines its effectiveness in conveying shareholder views to the management. The third essay considers another common form of shareholder activism, private negotiations with the management, and studies the activist's choice between private negotiations and public confrontation. The first essay, "Communication and Decision-Making in Corporate Boards, " develops a theory of communication and collective decision-making in a board of directors whose members have private information about the issue under discussion. The key element of the model is that the quality of board communication is endogenous, because it depends on the time and effort directors are willing to put into communicating their information to others. Directors may have biases regarding the decision and may be reluctant to disagree with the prevailing opinion in the boardroom. I show that when effective communication is personally costly for directors, both stronger preferences for conformity and stronger biases may improve the board's decisions because directors will have stronger incentives to convince others of their position. These results have implications for the design of board policies, including the use of open vs. secret ballot voting, the establishment and composition of committees, and the frequency of executive sessions of outside directors. The second essay, "Non-Binding Voting for Shareholder Proposals, " which is co-authored with Doron Levit and is forthcoming in the Journal of Finance, considers another setting where information relevant for the firm's decisions is dispersed among many agents, namely, the firm's large shareholders. Our main question is whether voting for non-binding shareholder proposals fulfills its intended role of conveying shareholders' expectations to the management. We show that when the interests of the manager and shareholders are not aligned, non-binding voting generally fails to convey shareholder views to the manager. This distinguishes voting for non-binding proposals from standard voting for binding proposals, where some information is always conveyed. In practice, the effectiveness of shareholder proposals may be affected by external governance mechanisms, such as the market for corporate control in the form of activist investors. Our analysis demonstrates that the presence of an activist investor can enhance the advisory role of non-binding voting only if there is substantial conflict of interest between the activist and shareholders. Although shareholder proposals have become increasingly common in recent years, submitting a proposal to a shareholder vote is often viewed by activist investors as a tactic of last resort. According to survey evidence, activists generally try to achieve their objectives through private negotiations with the management and use confrontational tactics only if these negotiations are not successful. The third essay, "Behind-the-Scene Negotiations in Shareholder Activism, " examines under which circumstances negotiations between the activist and the management fail. I study these negotiations in a bargaining framework where the manager is privately informed about his private benefits. The model provides implications for the likelihood of proposal withdrawals and announcement effects of proposal submissions. It demonstrates, in particular, that the announcement of an activist's intervention may have a negative price effect even if the intervention is known to be beneficial to the company.
Book Synopsis Essays on Corporate Governance and Communication Within the Firm by : Mr. Doron Yizhak Levit
Download or read book Essays on Corporate Governance and Communication Within the Firm written by Mr. Doron Yizhak Levit and published by . This book was released on 2010 with total page pages. Available in PDF, EPUB and Kindle. Book excerpt: My dissertation is focused primarily on the effect of communication between shareholders, senior management, and the company's board of directors, on the governance of the firm. In the first study I explore the advisory role of a target company board in takeovers. I show that coordination failures among target shareholders, such as free-riding, limit the board's ability to properly advise shareholders whether accepting a takeover offer is in their best interest based on its information. I demonstrate that even if there are no agency problems and the board's objective is to maximize shareholders' value, the board conceals information from shareholders in equilibrium, and shareholders might be better off if they could commit to ignoring the board's advice. By contrast, when the board is biased and behaves opportunistically, it becomes possible for information to be fully revealed and, consequently, shareholders' welfare might increase. More broadly, the study emphasizes the potential value of an expert's bias when advising a group of agents whose collective actions must be coordinated. I discuss shareholder activism in takeovers and communication during debt restructuring as examples for possible applications. In the second study (joint work with Nadya MalenkoSPAN class=skype_name_highlight_offline title=nadya.zhukova height="12px" width="15px" SPAN class=skype_name_mark begin_of_the_skype_highlighting SPAN class=skype_name_mark end_of_the_skype_highlighting ) we analyze whether non-binding voting for shareholder proposals is an effective mechanism for conveying shareholder expectations. Shareholder proposals are a common form of shareholder activism. Voting for shareholder proposals, however, is non-binding in the sense that the management has the authority to reject the proposal even if it received majority support from shareholders. We show that in contrast to binding voting, non-binding voting generally fails to convey shareholder views when the interests of the manager and shareholders are not aligned. Surprisingly, the presence of an activist investor who can discipline the manager may enhance the advisory role of non-binding voting only if there is substantial conflict of interest between shareholders and the activist. In the final part of the dissertation, I study the implications of board members' expertise, and concerns for being seen as experts, on the incentives of the manager to collect information and communicate it to the board. The expertise of the board is particularly important in times when shareholders cannot rely on the manager to provide information. Our results demonstrate that even when the board acts in its shareholders' best interests, the board's expertise can harm shareholders' value by discouraging an opportunistic manager from collecting valuable information. This effect takes place exactly in times when a priori the manager and shareholders disagree on the optimal strategy. Moreover, we show that concerns for its reputation induce the board to act more like an expert, even when it is not. The board under-reacts to useful public information, and thereby gives more power to the manager on the expense of shareholders' value.
Book Synopsis Three Essays on Corporate Governance, Shareholder Activism, and Economic Policy Risk by : Marcel Maier
Download or read book Three Essays on Corporate Governance, Shareholder Activism, and Economic Policy Risk written by Marcel Maier and published by . This book was released on 2019 with total page pages. Available in PDF, EPUB and Kindle. Book excerpt:
Book Synopsis Essays in Corporate Governance by : Jared Ian Wilson
Download or read book Essays in Corporate Governance written by Jared Ian Wilson and published by . This book was released on 2016 with total page 332 pages. Available in PDF, EPUB and Kindle. Book excerpt: Corporate governance examines the mechanisms through which managers and directors are incentivized to act in the best interests of shareholders. The three essays of this dissertation focus on internal and external control mechanisms in the CEO and director labor markets and their effectiveness in aligning the interests of mangers, directors and shareholders. The first essay examines the influence of industry shocks and peer firms on board monitoring decisions. Recent evidence documents that industry factors influence CEO turnover decisions, despite agency theory's proposition that boards should filter out industry shocks when evaluating CEO performance. Consistent with industry dynamics affecting board monitoring decisions, I document that industries exhibit CEO turnover waves. During these periods of abnormally high turnover, executives face a heightened threat of discipline as boards increase turnover-performance sensitivity. This increased scrutiny inside waves represents a meaningful managerial incentive that curbs value-destroying behavior of CEOs. Overall, this essay documents the existence of CEO turnover waves, which motivate boards to monitor management differently and have real effects on CEO behavior and shareholder wealth. The second essay examines the shareholder wealth effects associated with a required venue for shareholder litigation. In response to the increased threat of shareholder litigation filed in multiple states, firms have adopted exclusive forum provisions which limit lawsuits to a single venue of the board's choice. It is unclear whether these provisions impose increased costs on shareholders' ability to discipline managers and directors or provide benefits to shareholders by eliminating multi-forum and duplicative lawsuits. I use the Delaware Chancery Court's announcement upholding the adoption of these provisions as a natural experiment to evaluate their wealth implications. Overall, this essay suggests that exclusive forum provisions create value for shareholders by specifying a required venue for corporate litigation. The final essay, with David Becher and Ralph Walkling, examines the stability and composition of acquirer boards around mergers and the director characteristics associated with selection for the post-merger board. Our results indicate that the post-merger board changes substantially and variation is significantly different from both non-merger years and non-merging firms. Adjustments reflect firms upgrading skills associated with executive and merger experience and bargaining between targets and acquirers, rather than agency motives. Conversely, director selection at non-merging firms is driven by general skills and diversity. Our analyses provide insight into the dynamic nature of board structure and characteristics valued in the director labor market.
Book Synopsis Three Essays on Corporate Governance by : Michael John Fleming
Download or read book Three Essays on Corporate Governance written by Michael John Fleming and published by . This book was released on 1994 with total page 236 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Book Synopsis Three essays on corporate governance by : Cassandra D. Marshall
Download or read book Three essays on corporate governance written by Cassandra D. Marshall and published by . This book was released on 2011 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Book Synopsis Three essays in corporate governance by : Valentina Giulia Bruno
Download or read book Three essays in corporate governance written by Valentina Giulia Bruno and published by . This book was released on 2006 with total page 338 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Book Synopsis Three Essays in Corporate Governance by : James Martin Forjan
Download or read book Three Essays in Corporate Governance written by James Martin Forjan and published by . This book was released on 19?? with total page 127 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Book Synopsis Three Essays on Corporate Governance by : Trang L. N. Nguyen
Download or read book Three Essays on Corporate Governance written by Trang L. N. Nguyen and published by . This book was released on 2020 with total page pages. Available in PDF, EPUB and Kindle. Book excerpt:
Book Synopsis Three Essays in Regime Changes in Corporate Governance and Competition by : Christos Cabolis
Download or read book Three Essays in Regime Changes in Corporate Governance and Competition written by Christos Cabolis and published by . This book was released on 2004 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Book Synopsis Three Essays in Swiss Corporate Governance by : Raúl Barroso Casado
Download or read book Three Essays in Swiss Corporate Governance written by Raúl Barroso Casado and published by . This book was released on 2009 with total page 172 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Book Synopsis Essays on Corporate Governance by : Radhakrishnan Gopalan
Download or read book Essays on Corporate Governance written by Radhakrishnan Gopalan and published by . This book was released on 2006 with total page 155 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Book Synopsis Three Essays in Corporate Governance by : Dong Chen
Download or read book Three Essays in Corporate Governance written by Dong Chen and published by . This book was released on 2008 with total page 302 pages. Available in PDF, EPUB and Kindle. Book excerpt: This dissertation consists of three related papers on corporate governance, especially corporate board of directors. The focus was put on the examination, both theoretically and empirically, of the two major roles played by boards: monitoring and advising management, and whether and to what extent there is tradeoff between these two roles. I also examine corporate governance on bond ratings and spreads.
Book Synopsis Three Essays on Corporate Governance by : Stefan Petry
Download or read book Three Essays on Corporate Governance written by Stefan Petry and published by . This book was released on 2010 with total page pages. Available in PDF, EPUB and Kindle. Book excerpt:
Book Synopsis The vote is cast : the effect of corporate governance on shareholder value by : Vicente Cuñat
Download or read book The vote is cast : the effect of corporate governance on shareholder value written by Vicente Cuñat and published by . This book was released on 2010 with total page 46 pages. Available in PDF, EPUB and Kindle. Book excerpt: This paper estimates the effect of corporate governance provisions on shareholder value and long-term outcomes in S & P1500 firms. We apply a regression discontinuity design to shareholder votes on governance proposals in annual meetings. A close-call vote around the majority threshold is akin to a random outcome, allowing us to deal with prior expectations and the endogeneity of internal governance rules. Passing a corporate governance provision generates a 1.3% abnormal return on the day of the vote with an implied market value per provision of 2.8%. We also find evidence of changes in investment behavior and long-term performance improvements.
Book Synopsis Implied Volatility Functions by : Bernard Dumas
Download or read book Implied Volatility Functions written by Bernard Dumas and published by . This book was released on 1996 with total page 34 pages. Available in PDF, EPUB and Kindle. Book excerpt: Abstract: Black and Scholes (1973) implied volatilities tend to be systematically related to the option's exercise price and time to expiration. Derman and Kani (1994), Dupire (1994), and Rubinstein (1994) attribute this behavior to the fact that the Black-Scholes constant volatility assumption is violated in practice. These authors hypothesize that the volatility of the underlying asset's return is a deterministic function of the asset price and time and develop the deterministic volatility function (DVF) option valuation model, which has the potential of fitting the observed cross-section of option prices exactly. Using a sample of S & P 500 index options during the period June 1988 through December 1993, we evaluate the economic significance of the implied deterministic volatility function by examining the predictive and hedging performance of the DV option valuation model. We find that its performance is worse than that of an ad hoc Black-Scholes model with variable implied volatilities.
