This paper studies how managers react to shareholder empowerment vis-à-vis governance provisions. We show that a staggered legislative change that increases noncompliance costs in the implementation of shareholder-initiated majority voting proposals is followed by an increase in the submission...

We show that in countries with more societal trust shareholders cast fewer votes at shareholder meetings and are more supportive of management proposals. This result is confirmed by shocks to trust and instrumental variables. It also holds at the U.S.-county level and for U.S. institutional...

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 dual-class firms mature, their valuation declines, and they become less efficient in their margins,...

An integral aspect of shareholder democracy is the shareholder proposal process, through which shareholders can pressure firms to make changes. We find that shareholders' uncertainty about the firm reduces their participation in voting on shareholder proposals and also reduces the likelihood of...

There are several measures of equity compensation that may provide shareholders with distinct and useful information for evaluating CEO pay. We examine whether shareholders consider additional disclosures of equity compensation measures beyond the grant date fair value when participating in...

This paper examines why institutional shareholders frequently oppose activists when activism increases the value of target firms. Because institutions underweight targets and activism could adversely affect the values of rival firms, institutional investors often lack incentives to support...

Publicly traded stocks often have less legal rights attached to them (in terms of voting, for example) than the class of stocks held by company insiders. This paper analyzes the winners and losers of such structures with multiple classes of stocks, and whether regulation is appropriate. I argue...

The Delaware Chancery Court famously declared that the “shareholder franchise is the ideological underpinning upon which the legitimacy of directorial power rests." However, the case against shareholder voting reform rests on an apparent trump card in the debate — the well-recognized problem...