IDEAS home Printed from https://ideas.repec.org/a/eee/bushor/v61y2018i3p461-466.html
   My bibliography  Save this article

Reexamining dual-class stock

Author

Listed:
  • Govindarajan, Vijay
  • Srivastava, Anup

Abstract

Snapchat’s initial public offering, which provided shares with no voting rights, is a culmination of the growing trend of dual-class shares. It contradicts the precept of one-share, one-vote that is essential for corporate democracy. Snapchat’s action caused an uproar among influential investors. In January 2017, a coalition of the world’s biggest money managers, which together control more than $17 trillion in assets, demanded a total ban on dual-class shares. We reason that the increasing prominence of dual-class stock is explained by the confluence of three economic trends: the growing importance of intangible investments, the rise of activist investors, and the decline of staggered boards and poison pills. A dual-class structure offers immunity against proxy contests initiated by short-term investors. It enables managers to ignore capital market pressures and to avoid myopic actions such as cutting research and development, which hurt companies in the long term. Thus, a dual-class structure is optimal in certain scenarios. We put forth alternatives to dual-class structure that enable managers to maintain control while retaining focus on sustainable value creation.

Suggested Citation

  • Govindarajan, Vijay & Srivastava, Anup, 2018. "Reexamining dual-class stock," Business Horizons, Elsevier, vol. 61(3), pages 461-466.
    • Handle: RePEc:eee:bushor:v:61:y:2018:i:3:p:461-466
    DOI: 10.1016/j.bushor.2018.01.012
    as

    Download full text from publisher

    File URL: http://www.sciencedirect.com/science/article/pii/S0007681318300259
    Download Restriction: Full text for ScienceDirect subscribers only
    File URL: https://libkey.io/10.1016/j.bushor.2018.01.012?utm_source=ideas
    LibKey link: if access is restricted and if your library uses this service, LibKey will redirect you to where you can use your library subscription to access this item
    ---><---

    As the access to this document is restricted, you may want to search for a different version of it.

    References listed on IDEAS

    as
    1. Lehn, Kenneth & Netter, Jeffry & Poulsen, Annette, 1990. "Consolidating corporate control*1: Dual-class recapitalizations versus leveraged buyouts," Journal of Financial Economics, Elsevier, vol. 27(2), pages 557-580, October.
    2. Paul A. Gompers & Joy Ishii & Andrew Metrick, 2010. "Extreme Governance: An Analysis of Dual-Class Firms in the United States," NBER Chapters, in: Corporate Governance, National Bureau of Economic Research, Inc.
    3. Jordan, Bradford D. & Kim, Soohyung & Liu, Mark H., 2016. "Growth opportunities, short-term market pressure, and dual-class share structure," Journal of Corporate Finance, Elsevier, vol. 41(C), pages 304-328.
    4. Dimitrov, Valentin & Jain, Prem C., 2006. "Recapitalization of one class of common stock into dual-class: Growth and long-run stock returns," Journal of Corporate Finance, Elsevier, vol. 12(2), pages 342-366, January.
    5. Smart, Scott B. & Thirumalai, Ramabhadran S. & Zutter, Chad J., 2008. "What's in a vote The short- and long-run impact of dual-class equity on IPO firm values," Journal of Accounting and Economics, Elsevier, vol. 45(1), pages 94-115, March.
    6. Fan, Joseph P. H. & Wong, T. J., 2002. "Corporate ownership structure and the informativeness of accounting earnings in East Asia," Journal of Accounting and Economics, Elsevier, vol. 33(3), pages 401-425, August.
    7. Francis, Jennifer & Schipper, Katherine & Vincent, Linda, 2005. "Earnings and dividend informativeness when cash flow rights are separated from voting rights," Journal of Accounting and Economics, Elsevier, vol. 39(2), pages 329-360, June.
    8. Demsetz, Harold & Lehn, Kenneth, 1985. "The Structure of Corporate Ownership: Causes and Consequences," Journal of Political Economy, University of Chicago Press, vol. 93(6), pages 1155-1177, December.
    9. Ronald W. Masulis & Cong Wang & Fei Xie, 2009. "Agency Problems at Dual‐Class Companies," Journal of Finance, American Finance Association, vol. 64(4), pages 1697-1727, August.
    Full references (including those not matched with items on IDEAS)

    Most related items

    These are the items that most often cite the same works as this one and are cited by the same works as this one.
    1. Khurana, Inder K. & Raman, K.K. & Wang, Dechun, 2013. "Weakened outside shareholder rights in dual-class firms and timely loss reporting," Journal of Contemporary Accounting and Economics, Elsevier, vol. 9(2), pages 203-220.
    2. Qin Wang & Hsiao-Fen Yang, 2015. "Earnings announcements, trading volume, and price discovery: evidence from dual class firms," Review of Quantitative Finance and Accounting, Springer, vol. 44(4), pages 669-700, May.
    3. Palas, Rimona & Solomon, Dov & Gafni, Dalit & Baum, Ido, 2023. "Does wedge size matter? Financial reporting quality and effective regulation of dual-class firms," Finance Research Letters, Elsevier, vol. 54(C).
    4. Richardson, Grant & Wang, Bei & Zhang, Xinmin, 2016. "Ownership structure and corporate tax avoidance: Evidence from publicly listed private firms in China," Journal of Contemporary Accounting and Economics, Elsevier, vol. 12(2), pages 141-158.
    5. Li, Xiaodan & Jiao, Yang & Yu, Min-Teh & Zhao, Yang, 2019. "Founders and the decision of Chinese dual-class IPOs in the U.S," Pacific-Basin Finance Journal, Elsevier, vol. 57(C).
    6. Bauguess, Scott W. & Slovin, Myron B. & Sushka, Marie E., 2012. "Large shareholder diversification, corporate risk taking, and the benefits of changing to differential voting rights," Journal of Banking & Finance, Elsevier, vol. 36(4), pages 1244-1253.
    7. Gopal Krishnan & Marietta Peytcheva, 2019. "The Risk of Fraud in Family Firms: Assessments of External Auditors," Journal of Business Ethics, Springer, vol. 157(1), pages 261-278, June.
    8. Lucy Lim, 2016. "Dual-class versus single-class firms: information asymmetry," Review of Quantitative Finance and Accounting, Springer, vol. 46(4), pages 763-791, May.
    9. Aggarwal, Dhruv & Eldar, Ofer & Hochberg, Yael V. & Litov, Lubomir P., 2022. "The rise of dual-class stock IPOs," Journal of Financial Economics, Elsevier, vol. 144(1), pages 122-153.
    10. Zeineb Barka & Taher Hamza, 2020. "The effect of large controlling shareholders on equity prices in France: monitoring or entrenchment?," Journal of Management & Governance, Springer;Accademia Italiana di Economia Aziendale (AIDEA), vol. 24(3), pages 769-798, September.
    11. Vasiliki E. Athanasakou, 2010. "Discussion of The Impact of Dual Class Structure on Earnings Management Activities," Journal of Business Finance & Accounting, Wiley Blackwell, vol. 37(3‐4), pages 486-494, April.
    12. Lin, James Juichia & Shi, Wei-Zhong & Tsai, Li-Fang & Yu, Min-Teh, 2022. "Corporate cash and the Firm's life-cycle: Evidence from dual-class firms," International Review of Economics & Finance, Elsevier, vol. 80(C), pages 27-48.
    13. Surjit Tinaikar, 2014. "Voluntary disclosure and ownership structure: an analysis of dual class firms," Journal of Management & Governance, Springer;Accademia Italiana di Economia Aziendale (AIDEA), vol. 18(2), pages 373-417, May.
    14. Lauterbach, Beni & Pajuste, Anete, 2015. "The long-term valuation effects of voluntary dual class share unifications," Journal of Corporate Finance, Elsevier, vol. 31(C), pages 171-185.
    15. Li, Ting & Zaiats, Nataliya, 2017. "Information environment and earnings management of dual class firms around the world," Journal of Banking & Finance, Elsevier, vol. 74(C), pages 1-23.
    16. Jordan, Bradford D. & Kim, Soohyung & Liu, Mark H., 2016. "Growth opportunities, short-term market pressure, and dual-class share structure," Journal of Corporate Finance, Elsevier, vol. 41(C), pages 304-328.
    17. Cao, Xiaping & Leng, Tiecheng & Goh, Jeremy & Malatesta, Paul, 2020. "The innovation effect of dual-class shares: New evidence from US firms," Economic Modelling, Elsevier, vol. 91(C), pages 347-357.
    18. Wang, Xiaoming & Cao, Jerry & Liu, Qigui & Tang, Jinghua & Tian, Gary Gang, 2015. "Disproportionate ownership structure and IPO long-run performance of non-SOEs in China," China Economic Review, Elsevier, vol. 32(C), pages 27-42.
    19. Jiang, Li & Kim, Jeong-Bon & Pang, Lei, 2011. "Control-ownership wedge and investment sensitivity to stock price," Journal of Banking & Finance, Elsevier, vol. 35(11), pages 2856-2867, November.
    20. Elisabete F. Simões Vieira, 2016. "Earnings Management in Public Family Firms under Economic Adversity," Australian Accounting Review, CPA Australia, vol. 26(2), pages 190-207, June.

    Corrections

    All material on this site has been provided by the respective publishers and authors. You can help correct errors and omissions. When requesting a correction, please mention this item's handle: RePEc:eee:bushor:v:61:y:2018:i:3:p:461-466. See general information about how to correct material in RePEc.

    If you have authored this item and are not yet registered with RePEc, we encourage you to do it here. This allows to link your profile to this item. It also allows you to accept potential citations to this item that we are uncertain about.

    If CitEc recognized a bibliographic reference but did not link an item in RePEc to it, you can help with this form .

    If you know of missing items citing this one, you can help us creating those links by adding the relevant references in the same way as above, for each refering item. If you are a registered author of this item, you may also want to check the "citations" tab in your RePEc Author Service profile, as there may be some citations waiting for confirmation.

    For technical questions regarding this item, or to correct its authors, title, abstract, bibliographic or download information, contact: Catherine Liu (email available below). General contact details of provider: http://www.elsevier.com/locate/bushor .

    Please note that corrections may take a couple of weeks to filter through the various RePEc services.

    IDEAS is a RePEc service. RePEc uses bibliographic data supplied by the respective publishers.