Information, Ownership Structure, and Shareholder Voting: Evidence from Shareholder-Sponsored Corporate Governance Proposals.

This paper examines how information and ownership structure affect voting outcomes on shareholder-sponsored proposals to change corporate governance structure. The authors find that the outcomes of votes vary systematically with the governance and performance records of target firms, the identity of proposal sponsors, and the type of proposal. The authors also find that outcomes vary significantly as a function of ownership by insiders, institutions, outside blockholders, employee stock ownership plans, and outside directors who are blockholders. These results suggest that both public information and ownership structure have a significant influence on voting outcomes. Copyright 1993 by American Finance Association.