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Unbundling the Voting Rights and Profit Claims of Common Shares

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Author Info
Blair, Douglas H
Golbe, Devra L
Gerard, James M

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Abstract

The authors analyze a model of a hostile takeover attempt in which shareholders are free to sell common-share voting rights, as well as the shares themselves. Without taxation, only welfare-improving takeovers succeed. Allowing vote sales has no effect on the success of attempted takeovers or the profits of incumbent management or raiders. When taxes are levied, however, an inefficiently small number of value-increasing takeovers succeed if vote sales are prohibited. Allowing vote sales facilitates such takeovers and raises welfare. With taxation, incumbents would never prefer to defend against takeovers by purchasing votes, but raiders might well prefer this method. Copyright 1989 by University of Chicago Press.

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Publisher Info
Article provided by University of Chicago Press in its journal Journal of Political Economy.

Volume (Year): 97 (1989)
Issue (Month): 2 (April)
Pages: 420-43
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Handle: RePEc:ucp:jpolec:v:97:y:1989:i:2:p:420-43

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  1. Susan E. K. Christoffersen & Christopher C. Geczy & David K. Musto & Adam V. Reed, 2004. "How and Why do Investors Trade Votes, and What Does it Mean?," CIRANO Working Papers 2004s-23, CIRANO. [Downloadable!]
  2. Frank Daumann & Alfred Wassermann, 2009. "Does trading votes in national elections change election outcomes?," Public Choice, Springer, vol. 139(3), pages 429-441, June. [Downloadable!] (restricted)
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