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An Analysis of Omitted Shareholder Proposals

Author

Listed:
  • Boylan, Robert
  • Cebula, Richard
  • Foley, Maggie
  • Liu, Xiaowei

Abstract

We intend to reveal the causes and the determinants of the omitted shareholder proposals. We find that individual investors are mostly likely to submit a proposal being excluded from the proxy ballot. Since individual investors are not so skillful as institutional investors, we summarize that shareholder proposals are excluded mainly due to sponsors’ lack of experience and knowledge, rather than as a self-serving vehicle for shareholder activists to gain bargaining power or to simply annoy management. We also find that most shareholder proposals are omitted because they deal with a matter relating to the company’s ordinary business operations.

Suggested Citation

  • Boylan, Robert & Cebula, Richard & Foley, Maggie & Liu, Xiaowei, 2013. "An Analysis of Omitted Shareholder Proposals," MPRA Paper 56659, University Library of Munich, Germany.
    • Handle: RePEc:pra:mprapa:56659
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    References listed on IDEAS

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    1. Cebula, Richard, 1996. "An Empirical Analysis of the Impact of Government Tax and Auditing Policies on the Size of the Underground Economy: The Case of the United States, 1973-94," MPRA Paper 49810, University Library of Munich, Germany.
    2. Thomas, Randall S. & Cotter, James F., 2007. "Shareholder proposals in the new millennium: Shareholder support, board response, and market reaction," Journal of Corporate Finance, Elsevier, vol. 13(2-3), pages 368-391, June.
    3. Del Guercio, Diane & Seery, Laura & Woidtke, Tracie, 2008. "Do boards pay attention when institutional investor activists "just vote no"?," Journal of Financial Economics, Elsevier, vol. 90(1), pages 84-103, October.
    4. Renneboog, Luc & Szilagyi, Peter G., 2011. "The role of shareholder proposals in corporate governance," Journal of Corporate Finance, Elsevier, vol. 17(1), pages 167-188, February.
    5. Ertimur, Yonca & Ferri, Fabrizio & Stubben, Stephen R., 2010. "Board of directors' responsiveness to shareholders: Evidence from shareholder proposals," Journal of Corporate Finance, Elsevier, vol. 16(1), pages 53-72, February.
    6. Gillan, Stuart L. & Starks, Laura T., 2000. "Corporate governance proposals and shareholder activism: the role of institutional investors," Journal of Financial Economics, Elsevier, vol. 57(2), pages 275-305, August.
    7. Lucian Bebchuk & Alma Cohen & Allen Ferrell, 2009. "What Matters in Corporate Governance?," The Review of Financial Studies, Society for Financial Studies, vol. 22(2), pages 783-827, February.
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    Cited by:

    1. Jennifer O’Sullivan & Abdullah Mamun & M. Kabir Hassan, 2016. "The relationship between board characteristics and performance of bank holding companies: before and during the financial crisis," Journal of Economics and Finance, Springer;Academy of Economics and Finance, vol. 40(3), pages 438-471, July.
    2. Rastad, Mahdi & Dobson, John, 2022. "Gender diversity on corporate boards: Evaluating the effectiveness of shareholder activism," The Quarterly Review of Economics and Finance, Elsevier, vol. 84(C), pages 446-461.
    3. Javeria Farooqi & Surendranath Jory & Thanh Ngo, 2017. "Institutional investors’ activism and credit ratings," Journal of Economics and Finance, Springer;Academy of Economics and Finance, vol. 41(1), pages 51-77, January.

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    More about this item

    Keywords

    corporate governance; SEC Rule 14a; omitted shareholder proposals;
    All these keywords.

    JEL classification:

    • G30 - Financial Economics - - Corporate Finance and Governance - - - General
    • G34 - Financial Economics - - Corporate Finance and Governance - - - Mergers; Acquisitions; Restructuring; Corporate Governance
    • K22 - Law and Economics - - Regulation and Business Law - - - Business and Securities Law

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