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Strategic voting and insider ownership

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  • Marquardt, Blair B.
  • Myers, Brett W.
  • Niu, Xu

Abstract

Manager incentives are viewed as being better aligned with those of shareholders when they have an ownership stake in the firms they manage. However, manager ownership can exacerbate agency problems by better enabling managers to pass shareholder resolutions. We outline a model of strategic shareholder voting that allows outside shareholders to mitigate the influence of insiders. Consistent with our model, we find empirical support for strategic voting by outside shareholders and that strategic voting is more apparent when management-sponsored proposals are controversial or complex, when votes are close, or when other agency risks are greater.

Suggested Citation

  • Marquardt, Blair B. & Myers, Brett W. & Niu, Xu, 2018. "Strategic voting and insider ownership," Journal of Corporate Finance, Elsevier, vol. 51(C), pages 50-71.
    • Handle: RePEc:eee:corfin:v:51:y:2018:i:c:p:50-71
    DOI: 10.1016/j.jcorpfin.2018.05.002
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    Cited by:

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    3. Dressler, Efrat, 2020. "Voice and power: Do institutional shareholders make use of their voting power?," Journal of Corporate Finance, Elsevier, vol. 65(C).

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    More about this item

    Keywords

    Shareholder voting; Strategic voting; Insider ownership; Management proposals;
    All these keywords.

    JEL classification:

    • D72 - Microeconomics - - Analysis of Collective Decision-Making - - - Political Processes: Rent-seeking, Lobbying, Elections, Legislatures, and Voting Behavior
    • G34 - Financial Economics - - Corporate Finance and Governance - - - Mergers; Acquisitions; Restructuring; Corporate Governance

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