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Corporate Board Elections and Company's Performance

Author

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  • Karpov, A.

    (National Research University Higher School of Economics, Moscow, Russia)

Abstract

This paper surveys models of cumulative voting in corporate elections that have appeared in the literature. The influence of cumulative voting on company performance and proxy contests is analyzed. The practical issues as well as theoretical aspects of cumulative voting are studied. The particular section is devoted to gametheoretical modeling of the cumulative voting for corporate directors.

Suggested Citation

  • Karpov, A., 2012. "Corporate Board Elections and Company's Performance," Journal of the New Economic Association, New Economic Association, vol. 16(4), pages 10-25.
  • Handle: RePEc:nea:journl:y:2012:i:16:p:10-25
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    References listed on IDEAS

    as
    1. Dodd, Peter & Warner, Jerold B., 1983. "On corporate governance : A study of proxy contests," Journal of Financial Economics, Elsevier, vol. 11(1-4), pages 401-438, April.
    2. W. H. S. Stevens, 1926. "Stockholders' Voting Rights and the Centralization of Voting Control," The Quarterly Journal of Economics, Oxford University Press, vol. 40(3), pages 353-392.
    3. Bhagat, Sanjai & Brickley, James A, 1984. "Cumulative Voting: The Value of Minority Shareholder Voting Rights," Journal of Law and Economics, University of Chicago Press, vol. 27(2), pages 339-365, October.
    4. Danielson, Morris G. & Karpoff, Jonathan M., 1998. "On the uses of corporate governance provisions," Journal of Corporate Finance, Elsevier, vol. 4(4), pages 347-371, December.
    5. Forjan, James M., 1999. "The wealth effects of shareholder-sponsored proposals," Review of Financial Economics, Elsevier, vol. 8(1), pages 61-72, June.
    6. Heron, Randall A. & Lewellen, Wilbur G., 1998. "An Empirical Analysis of the Reincorporation Decision," Journal of Financial and Quantitative Analysis, Cambridge University Press, vol. 33(04), pages 549-568, December.
    7. Aiwu Zhao & Alexander J. Brehm, 2011. "Cumulative voting and the conflicts between board and minority shareholders," Managerial Finance, Emerald Group Publishing, vol. 37(5), pages 465-473, April.
    8. Dolgopyatova, T., 2012. "Corporate Conflicts and Risks for Dominant Owners," Journal of the New Economic Association, New Economic Association, vol. 13(1), pages 158-160.
    9. Gerald J. Glasser, 1959. "Game Theory and Cumulative Voting for Corporate Directors," Management Science, INFORMS, vol. 5(2), pages 151-156, January.
    10. Karpov, A., 2011. "A Model of Corporate Board of Directors Elections," Journal of the New Economic Association, New Economic Association, issue 12, pages 10-23.
    11. Kapelyushnikov, R., 2012. "Property Rights' Insecurity and Its Economic Effects: Russian Experience," Journal of the New Economic Association, New Economic Association, vol. 13(1), pages 150-153.
    12. Easterbrook, Frank H & Fischel, Daniel R, 1983. "Voting in Corporate Law," Journal of Law and Economics, University of Chicago Press, vol. 26(2), pages 395-427, June.
    13. Ernst Maug & Kristian Rydqvist, 2009. "Do Shareholders Vote Strategically? Voting Behavior, Proposal Screening, and Majority Rules," Review of Finance, European Finance Association, vol. 13(1), pages 47-79.
    14. Ikenberry, David & Lakonishok, Josef, 1993. "Corporate Governance through the Proxy Contest: Evidence and Implications," The Journal of Business, University of Chicago Press, vol. 66(3), pages 405-435, July.
    15. David Yermack, 2010. "Shareholder Voting and Corporate Governance," Annual Review of Financial Economics, Annual Reviews, vol. 2(1), pages 103-125, December.
    16. Jie Cai & Jacqueline L. Garner & Ralph A. Walkling, 2009. "Electing Directors," Journal of Finance, American Finance Association, vol. 64(5), pages 2389-2421, October.
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    More about this item

    Keywords

    board of directors; corporate governance; cumulative voting;

    JEL classification:

    • G34 - Financial Economics - - Corporate Finance and Governance - - - Mergers; Acquisitions; Restructuring; Corporate Governance
    • D71 - Microeconomics - - Analysis of Collective Decision-Making - - - Social Choice; Clubs; Committees; Associations

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