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Voting in corporations

Author

Listed:
  • Miller, Alan D.

    (Faculty of Law, Western University)

Abstract

I introduce a model of shareholder voting. I describe and provide characterizations of three families of shareholder voting rules: ratio rules, difference rules, and share majority rules. The characterizations rely on two key axioms: merger consistency, which requires consistency in voting outcomes following stock-for-stock mergers, and reallocation invariance, which requires the shareholder voting rule to be immune to certain manipulative techniques used by shareholders to hide their ownership. The paper also extends May's theorem.

Suggested Citation

  • Miller, Alan D., 2021. "Voting in corporations," Theoretical Economics, Econometric Society, vol. 16(1), January.
    • Handle: RePEc:the:publsh:3668
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    File URL: http://econtheory.org/ojs/index.php/te/article/viewFile/20210101/29618/848
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    Citations

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    Cited by:

    1. Kivinen, Steven, 2023. "On the manipulability of equitable voting rules," Games and Economic Behavior, Elsevier, vol. 141(C), pages 286-302.

    More about this item

    Keywords

    Shareholder voting; axioms; share majority rule; merger consistency; reallocation invariance; one share-one vote; difference rules; ratio rules;
    All these keywords.

    JEL classification:

    • D71 - Microeconomics - - Analysis of Collective Decision-Making - - - Social Choice; Clubs; Committees; Associations
    • 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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