Supported by
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Wednesday, 14 April 2021 | 17:00 - 19:30 CEST
Thursday, 15 April 2021 | 14:00 – 16:30 CEST
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Organised by
Marco Becht (Université libre de Bruxelles and ECGI)
Anete Pajuste (Stockholm School of Economics (Riga) and ECGI)
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ABOUT THIS WORKSHOP
Primary markets in the United States are witnessing a boom that is driven by Special Purpose Acquisition Companies (SPACs) that are also starting to reach Europe. How are SPACs different from traditional initial public offerings? Are SPACs a useful innovation or the latest financial tool for selling poorly performing securities to public market investors? Do disclosure or listing rules need to be reformed to take into account of the SPAC phenomenon?
At the same time dual class share IPOs continue to increase in popularity, while also remaining controversial. The U.S. markets continue to be a preferred venue for dual class IPOs, also for foreign issuers. There are also SPACS that go public with a dual class structure.
Responding to these developments, the United Kingdom is currently revising its listing rules to make the London markets more competitive globally. The EU has published a capital market union action plan that aims to make its primary markets more attractive, especially for small and medium sized enterprises (SMEs). Several EU countries have also started to offer alternative control enhancing mechanisms (CEMs) like non-voting shares or tenure voting (“loyalty shares”).
This workshop will provide a briefing on SPACs, dual class shares and other CEMs in a comparative perspective. In the United States, for example, there is an active debate whether dual class issuers might have to introduce a sunset clause. In the EU, listing rules are generally more permissive and companies can freely choose the place of listing within the single market, but some countries allow only minor deviations from one share-one vote. Hence the debate about listing rules is closely tied to the freedom of establishment and the ability of SMEs to adopt the company law of their choice. In the United Kingdom, the listing rules exclude CEMs and force families to demonstrate that their companies are run independently once they are traded on the stock exchange.
Registration
To register, please visit: https://bit.ly/3tbZWiz
Wednesday, 14 April 2021 | 17:00 – 19:30 CEST
Introduction
Speakers:
Introduction
Speakers
Loyalty Shares with Tenure Voting - Does the Default Rule Matter? Evidence from the Loi Florange Experiment
The contractual theory of the firm predicts that companies adopt charters that maximise firm value, regardless of the default rule. We test this proposition around an exogenous switch of the default from one share-one vote to tenure...
Reciprocity in Takeovers
The European Commission has proposed a Takeover Directive that aims to make the control of European corporations more contestable. The European Parliament and Germany will not adopt the Directive unless it provides for reciprocity in...
Returns to Hedge Fund Activism: An International Study
This paper provides evidence on the incidence, characteristics, and performance of activist engagements across countries. We find that the incidence of activism is greatest with high institutional ownership, particularly for U.S....
Hedge Fund Activism in Europe
The paper analyzes 362 European activist interventions by hedge funds, focus funds and other activist investors from 2000 to 2008. The sample includes both public and private interventions. The private interventions are based upon...
Does Mandatory Shareholder Voting Prevent Bad Acquisitions?
Shareholder voting on corporate acquisitions is controversial. In most countries acquisition decisions are delegated to boards and shareholder approval is discretionary, which makes existing empirical studies inconclusive. We...
Should Shareholders Have a Say on Acquisitions?
Shareholders of U.S. corporations have lost billions of dollars in acquisitions they never approved. In the United Kingdom the listing rules give shareholders a binding say when targets are large relative to...
Corporate Governance Through Voice and Exit
How do active managers engage with portfolio firms? And, what role does monitoring and engagement play in their trading decisions? We use proprietary data from a large UK active asset manager with a long-standing commitment to...
Returns to Shareholder Activism: Evidence from a Clinical Study of the Hermes U.K. Focus Fund
This article reports a unique analysis of private engagements by an activist fund. It is based on data made available to us by Hermes, the fund manager owned by the British Telecom Pension Scheme, on engagements with management in...
Keynote: A Sober Look at SPACs
Working Paper: A Sober Look at Spacs Michael Klausner, Michael Ohlrogge, Emily Ruan (2021)
Speakers
Discussants
Outside Director Liability
This Article analyzes the degree to which outside directors of public companies are exposed to out-of-pocket liability risk - the risk of paying legal expenses or damages pursuant to a judgment or settlement agreement that are not fully...
Outside Director Liability: A Policy Analysis
Outside directors of public companies play a central role in overseeing management. Nonetheless, they have rarely incurred personal, out-of-pocket liability for failing to carry out their assigned tasks, either in the...
Shareholder Suits and Outside Director Liability: The Case of Korea
Reforms to Korean corporate and securities law carried out in the wake of the 1997-1998 East Asian financial crisis included a mandate that boards include a minimum number of outside directors and facilitation of shareholder lawsuits...
A Sober Look at SPACs
A Special Purpose Acquisition Company (“SPAC”) is a publicly listed firm with a two-year lifespan during which it is expected to find a private company with which to merge and thereby bring public. SPACs have been touted as a cheaper...
Outside Directors, Liability Risk and Corporate Governance: A Comparative Analysis (English Version)
Outside directors constitute a key component of most prescriptions for good governance of public companies. Given that outside directors are important corporate governance players, one is led to wonder what will motivate the...
Empirical Studies of Corporate Law and Governance: Some Steps Forward and Some Steps Not
This chapter examines the empirical literature on corporate law and governance in the United States. Four areas of the US corporate governance literature are discussed: (i) state competition to produce corporate law, (ii)...
Briefing: SPACs in Europe
Speakers:
Briefing: SPACs in Europe
Speakers
Break
Panel Discussion
Moderator
Panelists
Concluding Remarks
Speakers:
Concluding Remarks
Speakers
Reciprocity in Takeovers
The European Commission has proposed a Takeover Directive that aims to make the control of European corporations more contestable. The European Parliament and Germany will not adopt the Directive unless it provides for reciprocity in...
Hedge Fund Activism in Europe
The paper analyzes 362 European activist interventions by hedge funds, focus funds and other activist investors from 2000 to 2008. The sample includes both public and private interventions. The private interventions are based upon...
Does Mandatory Shareholder Voting Prevent Bad Acquisitions?
Shareholder voting on corporate acquisitions is controversial. In most countries acquisition decisions are delegated to boards and shareholder approval is discretionary, which makes existing empirical studies inconclusive. We...
Should Shareholders Have a Say on Acquisitions?
Shareholders of U.S. corporations have lost billions of dollars in acquisitions they never approved. In the United Kingdom the listing rules give shareholders a binding say when targets are large relative to...
Where Do Firms Incorporate? Deregulation and the Cost of Entry
We study how deregulation of corporate law affects the decision of entrepreneurs of where to incorporate. Recent rulings by the European Court of Justice (ECJ) have enabled entrepreneurs to select their country of incorporation...
Returns to Shareholder Activism: Evidence from a Clinical Study of the Hermes U.K. Focus Fund
This article reports a unique analysis of private engagements by an activist fund. It is based on data made available to us by Hermes, the fund manager owned by the British Telecom Pension Scheme, on engagements with management in...
Borrow Cheap, Buy High? The Determinants of Leverage and Pricing in Buyouts
Private equity funds pay particular attention to capital structure when executing leveraged buyouts, creating an interesting setting for examining capital structure theories. Using a large, detailed, international sample of...
Corporate Governance and Control
Corporate governance is concerned with the resolution of collective action problems among dispersed investors and the reconciliation of conflicts of interest between various corporate claimholders. In this survey we review the...
Thursday, 15 April 2021 | 14:00 – 16:30 CEST
Introduction
Speakers:
Introduction
Speakers
Corporate Technologies and the Tech Nirvana Fallacy
This article introduces the term Corporate Technologies (“CorpTech”) to refer to the use of distributed ledgers, smart contracts, Big Data analytics, AI and machine learning in the corporate context and analyzes the impact of...
Quack Corporate Governance, Round III? Bank Board Regulation Under the New European Capital Requirement Directive
After a crisis, broad-sweeping reforms are enacted to restore trust. With the 2013 Fourth Capital Requirements Directive (CRD IV), the European Union has engaged in an ambitious overhaul of banking regulation following the Great...
Putting Technology to Good Use for Society: the Role of Corporate, Competition and Tax Law
Innovation and its main output, technology, are changing the way we work, socialise, vote, and live. New technologies have improved our lives and made firms more productive, overall raising living standards across the world. Thanks to...
Bank-Fintech Partnerships, Outsourcing Arrangements and the Case for a Mentorship Regime
Fintech firms, once seen as ‘disruptors’ of the traditional banking world, are now increasingly seen as attractive partners for established financial institutions. Such partnership agreements come in different forms and...
Regulation and self-regulation of related party transactions in Italy: An empirical analysis
This paper assesses how Italian companies have implemented the regulation on related party transactions enacted by Consob in 2010. Companies have been given some degree of freedom in devising their internal codes: they may ?opt-up? or...
Emergency Measures for Equity Trading: The Case Against Short-Selling Bans and Stock Exchange Shutdowns
After the Covid-19 crisis struck, equity prices abruptly plunged across the world. The clear prospect of an almost unprecedented decrease in supply and demand, coupled with extreme uncertainty about the longer-term prospects for the...
Pandemic-Resistant Corporate Law: How to Help Companies Cope with Existential Threats and Extreme Uncertainty During the Covid-19 Crisis
This essay argues that, to address the Covid-19 crisis, in addition to creating a special temporary insolvency regime, relaxing provisions for companies in the vicinity of insolvency, and enabling companies to hold virtual meetings,...
Dual Class Shares - Theory
Speakers:
Dual Class Shares - Theory
Speakers
Smart Buyers
We study transactions in which sellers fears being underpaid because their outside option is better known to the buyer. We rationalize various observed contracts as solutions to such smart buyer problems. Key to these solutions is...
The One Share - One Vote Debate: A Theoretical Perspective
The impact of separating cash flow and votes depends on the ownership structure. In widely held firms, one share - one vote is in general not optimal. While it ensures an efficient outcome in bidding contests, dual-class shares mitigate...
The Social Value of Debt in the Market for Corporate Control
How should bidders finance tender offers when the objective of the takeover is to improve incentives? In such a setting, debt finance has benefits even when bidders have deep pockets: It amplifies incentive gains,...
Mandatory Bids, Squeeze-out, Sell-out and the Dynamics of the Tender Offer Process
The European Commission's draft directive (October 2002) proposes to introduce a squeeze-out right and a sell-out right and to set the price in a mandatory bid equal to the highest price paid in the 6 or 12 preceding months. Drawing on...
Equity Issuance Methods and Dilution
We analyze rights and public offerings when informed shareholders strategically choose to subscribe. Absent wealth constraints, rights offerings achieve the full information outcome and dominate public offerings. When some...
Competition for Flow and Short-Termism in Activism
We develop a dual-layered agency model to study blockholder monitoring by activist funds that compete for investor flow. Competition for flow affects the manner in which activist funds govern as blockholders. In particular, funds...
Why Do Boards Exist? Governance Design in the Absence of Corporate Law
We study when firms choose to install boards and their roles in a historical setting where neither boards nor their duties are mandated by law. Boards arise in firms with large, heterogenous shareholder bases. We propose that an...
Club-in-The-Club: Reform Under Unanimity
In many organizations, decisions are taken by unanimity giving each member veto power. We analyze a model of an organization in which members with heterogenous productivity privately contribute to a common good. Under unanimity, the...
Dual Class Shares - Empirical Evidence
Speakers:
Dual Class Shares - Empirical Evidence
Speakers
The Life-Cycle of Dual Class Firm Valuation
We examine U.S. dual and single class firms in 1980-2017, and document that the valuation difference between dual and single class firms varies over their life cycle. At the IPO, dual class firms have higher mean valuations than...
Loyalty Shares with Tenure Voting - Does the Default Rule Matter? Evidence from the Loi Florange Experiment
The contractual theory of the firm predicts that companies adopt charters that maximise firm value, regardless of the default rule. We test this proposition around an exogenous switch of the default from one share-one vote to tenure...
Break
US Dual-Class Company Charters
Speakers
Discussants
Sticking around Too Long? Dynamics of the Benefits of Dual-Class Voting
Using a new dataset of corporate voting-rights from 1971 to 2015, we find that young dual-class firms trade at a premium and operate at least as efficiently as young single-class firms. As dualclass firms mature, their valuation...
Do Index Funds Monitor?
Passively managed index funds now hold over 30% of U.S. equity fund assets; this shift raises fundamental questions about monitoring and governance. We show that, relative to active funds, index funds are less effective monitors: (a)...
Signaling Safety
Contrary to signaling models’ central predictions, changes in the level of cash flows do not empirically follow changes in dividends. We use the Campbell (1991) decomposition to construct cash-flow and discount-rate news from...
Panel Discussion: Do CEMs Matter for IPOs?
Moderator:
Panelists:
Panel Discussion: Do CEMs Matter for IPOs?
Moderator
Panelists
Concluding Remarks
Speakers:
Concluding Remarks
Speakers
Should Shareholders Have a Say on Acquisitions?
Shareholders of U.S. corporations have lost billions of dollars in acquisitions they never approved. In the United Kingdom the listing rules give shareholders a binding say when targets are large relative to...
Returns to Shareholder Activism: Evidence from a Clinical Study of the Hermes U.K. Focus Fund
This article reports a unique analysis of private engagements by an activist fund. It is based on data made available to us by Hermes, the fund manager owned by the British Telecom Pension Scheme, on engagements with management in...
Returns to Hedge Fund Activism: An International Study
This paper provides evidence on the incidence, characteristics, and performance of activist engagements across countries. We find that the incidence of activism is greatest with high institutional ownership, particularly for U.S....
Hedge Fund Activism in Europe
The paper analyzes 362 European activist interventions by hedge funds, focus funds and other activist investors from 2000 to 2008. The sample includes both public and private interventions. The private interventions are based upon...
Reciprocity in Takeovers
The European Commission has proposed a Takeover Directive that aims to make the control of European corporations more contestable. The European Parliament and Germany will not adopt the Directive unless it provides for reciprocity in...
Where Do Firms Incorporate? Deregulation and the Cost of Entry
We study how deregulation of corporate law affects the decision of entrepreneurs of where to incorporate. Recent rulings by the European Court of Justice (ECJ) have enabled entrepreneurs to select their country of incorporation...
Corporate Governance and Control
Corporate governance is concerned with the resolution of collective action problems among dispersed investors and the reconciliation of conflicts of interest between various corporate claimholders. In this survey we review the...
Does Mandatory Shareholder Voting Prevent Bad Acquisitions?
Shareholder voting on corporate acquisitions is controversial. In most countries acquisition decisions are delegated to boards and shareholder approval is discretionary, which makes existing empirical studies inconclusive. We...
Speakers
Presentations
Introduction
Introduction
Speakers
Reciprocity in Takeovers
The European Commission has proposed a Takeover Directive that aims to make the control of European corporations more contestable. The European Parliament and Germany will not adopt the Directive unless it provides for reciprocity in...
Corporate Governance Through Voice and Exit
How do active managers engage with portfolio firms? And, what role does monitoring and engagement play in their trading decisions? We use proprietary data from a large UK active asset manager with a long-standing commitment to...
Should Shareholders Have a Say on Acquisitions?
Shareholders of U.S. corporations have lost billions of dollars in acquisitions they never approved. In the United Kingdom the listing rules give shareholders a binding say when targets are large relative to...
Corporate Governance and Control
Corporate governance is concerned with the resolution of collective action problems among dispersed investors and the reconciliation of conflicts of interest between various corporate claimholders. In this survey we review the...
Loyalty Shares with Tenure Voting - Does the Default Rule Matter? Evidence from the Loi Florange Experiment
The contractual theory of the firm predicts that companies adopt charters that maximise firm value, regardless of the default rule. We test this proposition around an exogenous switch of the default from one share-one vote to tenure...
Returns to Shareholder Activism: Evidence from a Clinical Study of the Hermes U.K. Focus Fund
This article reports a unique analysis of private engagements by an activist fund. It is based on data made available to us by Hermes, the fund manager owned by the British Telecom Pension Scheme, on engagements with management in...
Hedge Fund Activism in Europe
The paper analyzes 362 European activist interventions by hedge funds, focus funds and other activist investors from 2000 to 2008. The sample includes both public and private interventions. The private interventions are based upon...
Market Freedom and the Global Recession
Keynote: A Sober Look at SPACs
Keynote: A Sober Look at SPACs
Working Paper: A Sober Look at Spacs Michael Klausner, Michael Ohlrogge, Emily Ruan (2021)
Speakers
Discussants
A Sober Look at SPACs
A Special Purpose Acquisition Company (“SPAC”) is a publicly listed firm with a two-year lifespan during which it is expected to find a private company with which to merge and thereby bring public. SPACs have been touted as a cheaper...
Shareholder Suits and Outside Director Liability: The Case of Korea
Reforms to Korean corporate and securities law carried out in the wake of the 1997-1998 East Asian financial crisis included a mandate that boards include a minimum number of outside directors and facilitation of shareholder lawsuits...
Outside Director Liability
This Article analyzes the degree to which outside directors of public companies are exposed to out-of-pocket liability risk - the risk of paying legal expenses or damages pursuant to a judgment or settlement agreement that are not fully...
Empirical Studies of Corporate Law and Governance: Some Steps Forward and Some Steps Not
This chapter examines the empirical literature on corporate law and governance in the United States. Four areas of the US corporate governance literature are discussed: (i) state competition to produce corporate law, (ii)...
Outside Director Liability: A Policy Analysis
Outside directors of public companies play a central role in overseeing management. Nonetheless, they have rarely incurred personal, out-of-pocket liability for failing to carry out their assigned tasks, either in the...
Outside Directors, Liability Risk and Corporate Governance: A Comparative Analysis (English Version)
Outside directors constitute a key component of most prescriptions for good governance of public companies. Given that outside directors are important corporate governance players, one is led to wonder what will motivate the...
Briefing: SPACs in Europe
Briefing: SPACs in Europe
Speakers
Concluding Remarks
Concluding Remarks
Speakers
Should Shareholders Have a Say on Acquisitions?
Shareholders of U.S. corporations have lost billions of dollars in acquisitions they never approved. In the United Kingdom the listing rules give shareholders a binding say when targets are large relative to...
Corporate Governance and Control
Corporate governance is concerned with the resolution of collective action problems among dispersed investors and the reconciliation of conflicts of interest between various corporate claimholders. In this survey we review the...
Corporate Governance Through Voice and Exit
How do active managers engage with portfolio firms? And, what role does monitoring and engagement play in their trading decisions? We use proprietary data from a large UK active asset manager with a long-standing commitment to...
Borrow Cheap, Buy High? The Determinants of Leverage and Pricing in Buyouts
Private equity funds pay particular attention to capital structure when executing leveraged buyouts, creating an interesting setting for examining capital structure theories. Using a large, detailed, international sample of...
Reciprocity in Takeovers
The European Commission has proposed a Takeover Directive that aims to make the control of European corporations more contestable. The European Parliament and Germany will not adopt the Directive unless it provides for reciprocity in...
Does Mandatory Shareholder Voting Prevent Bad Acquisitions?
Shareholder voting on corporate acquisitions is controversial. In most countries acquisition decisions are delegated to boards and shareholder approval is discretionary, which makes existing empirical studies inconclusive. We...
Where Do Firms Incorporate? Deregulation and the Cost of Entry
We study how deregulation of corporate law affects the decision of entrepreneurs of where to incorporate. Recent rulings by the European Court of Justice (ECJ) have enabled entrepreneurs to select their country of incorporation...
Returns to Shareholder Activism: Evidence from a Clinical Study of the Hermes U.K. Focus Fund
This article reports a unique analysis of private engagements by an activist fund. It is based on data made available to us by Hermes, the fund manager owned by the British Telecom Pension Scheme, on engagements with management in...
Introduction
Introduction
Speakers
Network-Sensitive Financial Regulation
Shocks that hit part of the financial system, such as the subprime mortgage market in 2007, can propagate through a complex network of interconnections among financial and non-financial institutions. As the financial crisis of...
Disclosure and Financial Market Regulation
This is a draft chapter for a forthcoming volume, The Oxford Handbook on Financial Regulation, edited by Eilís Ferran, Niamh Moloney, and Jennifer Payne, (Oxford University Press). It provides an overview of the role of mandatory...
Institutional Investor Voting Behavior: A Network Theory Perspective
This paper shows how network theory can improve our understanding of institutional investors’ voting behavior and, more generally, their role in corporate governance. The standard idea is that institutional investors compete...
Constraining Dominant Shareholders’ Self-Dealing: The Legal Framework in France, Germany, and Italy
All jurisdictions supply corporations with legal tools to prevent or punish asset diversion by those, whether managers or dominant shareholders, who are in control. As previous research has shown, these rules, doctrines and remedies...
The Promise and Perils of Crowdfunding: Between Corporate Finance and Consumer Contracts
‘Crowdfunding’ — raising capital through large numbers of small contributions — is a burgeoning phenomenon, spurred by the internet’s capacity to reduce communication costs. Its still-evolving status is reflected in...
Institutional Investor Activism in a Context of Concentrated Ownership and High Private Benefits of Control: the Case of Italy
This is a draft chapter for a forthcoming volume, The Research Handbook on Shareholder Power, edited by Randall Thomas and Jennifer Hill (Cheltenham:Edgar Elgar). This chapter describes the experience with activist institutional...
Issuer Choice in Europe
Dual Class Shares - Theory
Dual Class Shares - Theory
Speakers
Minority Blocks and Takeover Premia
This paper analyses takeovers of companies owned by atomistic shareholders and by one minority blockholder, all of whom can only decide to tender or retain their shares. As private benefit extraction is ineffcient, the post-takeover...
Performance Pay, CEO Dismissal, and the Dual Role of Takeovers
We propose that an active takeover market provides incentives by offering acquisition opportunities to successful managers. This allows firms to reduce performance-based compensation and can rationalize loss-making...
Competition for Flow and Short-Termism in Activism
We develop a dual-layered agency model to study blockholder monitoring by activist funds that compete for investor flow. Competition for flow affects the manner in which activist funds govern as blockholders. In particular, funds...
The Social Value of Debt in the Market for Corporate Control
How should bidders finance tender offers when the objective of the takeover is to improve incentives? In such a setting, debt finance has benefits even when bidders have deep pockets: It amplifies incentive gains,...
Activism and Takeovers
We compare activism and takeovers from a blockholder’s perspective who can invest effort into improving firm value. Profits from the two intervention modes move in opposite directions when the marginal return to effort changes such...
The One Share - One Vote Debate: A Theoretical Perspective
The impact of separating cash flow and votes depends on the ownership structure. In widely held firms, one share - one vote is in general not optimal. While it ensures an efficient outcome in bidding contests, dual-class shares mitigate...
Equity Issuance Methods and Dilution
We analyze rights and public offerings when informed shareholders strategically choose to subscribe. Absent wealth constraints, rights offerings achieve the full information outcome and dominate public offerings. When some...
Dual Class Shares - Empirical Evidence
Dual Class Shares - Empirical Evidence
Speakers
Loyalty Shares with Tenure Voting - Does the Default Rule Matter? Evidence from the Loi Florange Experiment
The contractual theory of the firm predicts that companies adopt charters that maximise firm value, regardless of the default rule. We test this proposition around an exogenous switch of the default from one share-one vote to tenure...
The Life-Cycle of Dual Class Firm Valuation
We examine U.S. dual and single class firms in 1980-2017, and document that the valuation difference between dual and single class firms varies over their life cycle. At the IPO, dual class firms have higher mean valuations than...
US Dual-Class Company Charters
US Dual-Class Company Charters
Speakers
Discussants
Do Index Funds Monitor?
Passively managed index funds now hold over 30% of U.S. equity fund assets; this shift raises fundamental questions about monitoring and governance. We show that, relative to active funds, index funds are less effective monitors: (a)...
Signaling Safety
Contrary to signaling models’ central predictions, changes in the level of cash flows do not empirically follow changes in dividends. We use the Campbell (1991) decomposition to construct cash-flow and discount-rate news from...
Sticking around Too Long? Dynamics of the Benefits of Dual-Class Voting
Using a new dataset of corporate voting-rights from 1971 to 2015, we find that young dual-class firms trade at a premium and operate at least as efficiently as young single-class firms. As dualclass firms mature, their valuation...
Concluding Remarks
Concluding Remarks
Speakers
Loyalty Shares with Tenure Voting - Does the Default Rule Matter? Evidence from the Loi Florange Experiment
The contractual theory of the firm predicts that companies adopt charters that maximise firm value, regardless of the default rule. We test this proposition around an exogenous switch of the default from one share-one vote to tenure...
Hedge Fund Activism in Europe
The paper analyzes 362 European activist interventions by hedge funds, focus funds and other activist investors from 2000 to 2008. The sample includes both public and private interventions. The private interventions are based upon...
The Life-Cycle of Dual Class Firm Valuation
We examine U.S. dual and single class firms in 1980-2017, and document that the valuation difference between dual and single class firms varies over their life cycle. At the IPO, dual class firms have higher mean valuations than...
Reciprocity in Takeovers
The European Commission has proposed a Takeover Directive that aims to make the control of European corporations more contestable. The European Parliament and Germany will not adopt the Directive unless it provides for reciprocity in...
Corporate Governance Through Voice and Exit
How do active managers engage with portfolio firms? And, what role does monitoring and engagement play in their trading decisions? We use proprietary data from a large UK active asset manager with a long-standing commitment to...
Returns to Hedge Fund Activism: An International Study
This paper provides evidence on the incidence, characteristics, and performance of activist engagements across countries. We find that the incidence of activism is greatest with high institutional ownership, particularly for U.S....
Does Mandatory Shareholder Voting Prevent Bad Acquisitions?
Shareholder voting on corporate acquisitions is controversial. In most countries acquisition decisions are delegated to boards and shareholder approval is discretionary, which makes existing empirical studies inconclusive. We...
Corporate Governance and Control
Corporate governance is concerned with the resolution of collective action problems among dispersed investors and the reconciliation of conflicts of interest between various corporate claimholders. In this survey we review the...
Panel Discussions
Panel Discussion
Panel Discussion
Moderator
Panelists
Panel Discussion: Do CEMs Matter for IPOs?
Panel Discussion: Do CEMs Matter for IPOs?
Moderator
Panelists