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One Share - One Vote: the Theory

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  • Mike Burkart
  • Samuel Lee

Abstract

The theoretical literature on security-voting structure can be organized around three questions: What impact do nonvoting shares have on takeover outcomes? How does disproportional voting power affect the incentives of blockholders? What are the repercussions of mandating one share - one vote for firms' financing and ownership choices? Overall, the costs and benefits of separating cash flow and votes reflect the fundamental governance trade off between disempowering blockholders and empowering managers. It is therefore an open question whether mandating one share - one vote would improve the quality of corporate governance, notably in systems that so far relied on active owners. Copyright 2008, Oxford University Press.

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Bibliographic Info

Article provided by European Finance Association in its journal Review of Finance.

Volume (Year): 12 (2008)
Issue (Month): 1 ()
Pages: 1-49

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Handle: RePEc:oup:revfin:v:12:y:2008:i:1:p:1-49

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Cited by:
  1. Henrekson, Magnus & Jakobsson, Ulf, 2011. "The Swedish Corporate Control Model: Convergence, Persistence or Decline?," Working Paper Series 857, Research Institute of Industrial Economics.
  2. Arugaslan, Onur & Cook, Douglas O. & Kieschnick, Robert, 2010. "On the decision to go public with dual class stock," Journal of Corporate Finance, Elsevier, vol. 16(2), pages 170-181, April.
  3. Ødegaard, Bernt Arne, 2009. "The diversification cost of large, concentrated equity stakes. How big is it? Is it justified?," Finance Research Letters, Elsevier, vol. 6(2), pages 56-72, June.
  4. Muravyev, Alexander, 2009. "Investor protection and share prices: Evidence from statutory rules governing variations of shareholders’ class rights in Russia," MPRA Paper 13678, University Library of Munich, Germany.
  5. Lauterbach, Beni & Yafeh, Yishay, 2011. "Long term changes in voting power and control structure following the unification of dual class shares," Journal of Corporate Finance, Elsevier, vol. 17(2), pages 215-228, April.
  6. Poulsen, Thomas, 2012. "Disentangling disproportionality," Economics Letters, Elsevier, vol. 117(3), pages 743-745.
  7. Lauterbach, Beni & Yafeh, Yishay, 2009. "Long Term Changes in Voting Power and Control Structure following the Unification of Dual Class Shares," CEPR Discussion Papers 7287, C.E.P.R. Discussion Papers.
  8. Sakineh Darvishzadeh & Zeinolabedin Sadeghi & Ahmad Khodamipour, 2013. "Investigation of the Relationship between Ownership–Control Discrepancy and Dividend Policy in Tehran Stock Exchange," International Journal of Academic Research in Accounting, Finance and Management Sciences, Human Resource Management Academic Research Society, International Journal of Academic Research in Accounting, Finance and Management Sciences, vol. 3(3), pages 266-274, July.
  9. Yishay Yafeh & Beni Lauterbach, 2009. "Long Term Changes in Voting Power and Control Structure following the Unification of Dual Class Shares," Working Papers 2009.112, Fondazione Eni Enrico Mattei.
  10. Flavio Bazzana & Luigi Mittone & Luciano Andreozzi, 2012. "The freeze-out bond exchange offer. An experimental approach," CEEL Working Papers 1204, Cognitive and Experimental Economics Laboratory, Department of Economics, University of Trento, Italia.
  11. Belot, François, 2010. "Excess control rights and corporate acquisitions," Economics Papers from University Paris Dauphine 123456789/5922, Paris Dauphine University.
  12. Muravyev, Alexander, 2009. "Investor Protection and the Value of Shares: Evidence from Statutory Rules Governing Variations of Shareholders' Class Rights in Russia," IZA Discussion Papers 4669, Institute for the Study of Labor (IZA).
  13. Eklund, Johan E, 2009. "One Share – One Vote: new evidence from the Nordic countries," Working Paper Series in Economics and Institutions of Innovation 168, Royal Institute of Technology, CESIS - Centre of Excellence for Science and Innovation Studies.

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