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Efeitos da vinculação de conselheiros ao acordo de acionistas no valor da firma

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  • Gelman, Marina
  • Castro, Luiz Ricardo Kabbach de
  • Seidler, Valentin

Abstract

This study analyzes the effect of shareholders’ agreement binding provisions on firm value. Using a database of 181 publicly listed firms from the special segments of the BM&FBovespa, between 2008 and 2012, we analyze the effect of the inclusion of generic and specific clauses into the shareholder agreement bind director’s vote to the agreement on firm value. The results indicate a negative effect of the shareholders’ agreement on firm value. This effect is higher in the presence of generic clauses and lower in the presence of specific clauses, even after controlling for the endogeneity of the shareholders’ decision to adopt shareholder agreements. The results allow us to conclude that controlling shareholders use the shareholder agreements as a mechanism to enhance control at the expense of firm value (entrenchment effect). This article contributes to the literature on governance and corporate finance to reveal practices that weaken the role of one of the main pillars of governance, the board of directors.

Suggested Citation

  • Gelman, Marina & Castro, Luiz Ricardo Kabbach de & Seidler, Valentin, 2015. "Efeitos da vinculação de conselheiros ao acordo de acionistas no valor da firma," RAE - Revista de Administração de Empresas, FGV-EAESP Escola de Administração de Empresas de São Paulo (Brazil), vol. 55(3), May.
    • Handle: RePEc:fgv:eaerae:v:55:y:2015:i:3:a:49255
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    Cited by:

    1. Ricardo Pereira Câmara Leal & André L. Carvalhal & Ana Paula Iervolino, 2015. "One Decade of Evolution of Corporate Governance Practices in Brazil," Brazilian Review of Finance, Brazilian Society of Finance, vol. 13(1), pages 134-161.
    2. Caixe, Daniel Ferreira & Kalatzis, Aquiles Elie Guimarães & Castro, Luiz Ricardo Kabbach de, 2019. "Controlling shareholders and investment-risk sensitivity in an emerging economy," Emerging Markets Review, Elsevier, vol. 39(C), pages 133-153.

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