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- June 20, 2013
- Article
The Tyranny of Minority Shareholders
By: Josh Baron and Henry Foley
The article discusses challenges arising from minority ownership in the context of the proposed Empire State Building IPO. It emphasizes the complexities that minority shareholders can introduce in business decisions when families take their assets public. The article... View Details
Keywords: Business and Shareholder Relations; Ownership; Family Ownership; Corporate Governance; Power and Influence
Baron, Josh, and Henry Foley. "The Tyranny of Minority Shareholders." Wealth Management (website) (June 20, 2013).
- 09 Jun 2010
- Working Paper Summaries
Agency Costs, Mispricing, and Ownership Structure
- 28 Apr 2003
- Research & Ideas
Shareholders Key to Corporate Reform
correct the underlying weaknesses. When it comes to corporate governance, for too long we have relied on the first approach. It's time to take a deeper look, see where the stressors in the system lie, and commit to structural reforms. In... View Details
- 05 Mar 2008
- Working Paper Summaries
Board of Directors’ Responsiveness to Shareholders: Evidence from Shareholder Proposals
- 03 Jul 2017
- News
Will shareholder pressure reshape company policies?
- 20 Sep 2017
- News
Japan Is Counting on Shareholder Activism to Improve Its Economy
- Article
Agency Costs, Mispricing, and Ownership Structure
By: Sergey Chernenko, C. Fritz Foley and Robin Greenwood
Standard theories of corporate ownership assume that because markets are efficient, insiders ultimately bear all agency costs that they create and therefore have a strong incentive to minimize conflicts of interest with outside investors. We argue that if equity is... View Details
Keywords: Business and Shareholder Relations; Ownership; Conflict of Interests; Investment; Valuation
Chernenko, Sergey, C. Fritz Foley, and Robin Greenwood. "Agency Costs, Mispricing, and Ownership Structure." Financial Management 41, no. 4 (Winter 2012): 885–914.
- 03 Feb 2017
- News
Snap’s Concentrated Power Structure Takes a Page From Old Media
- April 2011
- Article
Ownership Structure and the Cost of Corporate Borrowing
By: Chen Lin, Yue Ma, Paul Malatesta and Yuhai Xuan
This article identifies an important channel through which excess control rights affect firm value. Using a new, hand-collected data set on corporate ownership and control of 3,468 firms in 22 countries during the 1996-2008 period, we find that the cost of debt... View Details
Keywords: Borrowing and Debt; Cash Flow; Cost; Financing and Loans; Governance Controls; Ownership Stake; Business and Shareholder Relations
Lin, Chen, Yue Ma, Paul Malatesta, and Yuhai Xuan. "Ownership Structure and the Cost of Corporate Borrowing." Journal of Financial Economics 100, no. 1 (April 2011): 1–23. (Lead Article. First Place Winner of the 2011 Jensen Prize for the Best Paper in the Areas of Corporate Finance and Organizations published in the Journal of Financial Economics.)
- August 2013
- Article
Corporate Ownership Structure and the Choice Between Bank Debt and Public Debt
By: Chen Lin, Yue Ma, Paul Malatesta and Yuhai Xuan
This paper examines the relation between a borrowing firm's ownership structure and its choice of debt source using a novel, hand-collected data set on corporate ownership, control, and debt structures for 9,831 firms in 20 countries from 2001 to 2010. We find that the... View Details
Lin, Chen, Yue Ma, Paul Malatesta, and Yuhai Xuan. "Corporate Ownership Structure and the Choice Between Bank Debt and Public Debt." Journal of Financial Economics 109, no. 2 (August 2013): 517–534.
- March 2018 (Revised January 2021)
- Case
China Vanke: Battle for Control (A)
By: Lynn S. Paine, Charles C.Y. Wang, Dawn H. Lau and Anthony K. Woo
In June 2016, the board of China Vanke, one of China’s largest and best-known private residential real estate developers, must vote on a proposed acquisition that is opposed by its largest shareholders, state-owned China Resources Co. and the lesser-known property... View Details
Keywords: China Vanke; China Resources; Hostile Takeover; Board Of Directors; Shareholding Structure; Shareholder Rights; Asset Restructuring; Corporate Governance; Governing and Advisory Boards; Valuation; Business and Shareholder Relations; Real Estate Industry; China
Paine, Lynn S., Charles C.Y. Wang, Dawn H. Lau, and Anthony K. Woo. "China Vanke: Battle for Control (A)." Harvard Business School Case 318-117, March 2018. (Revised January 2021.)
- March 2018
- Supplement
China Vanke: Battle for Control (C)
By: Lynn S. Paine, Charles C.Y. Wang, Dawn H. Lau and Anthony K. Woo
Baoneng calls for the removal of China Vanke's board of directors, citing as reasons the directors' mishandling of the Shenzhen Metro proposal as well as the company's various breaches of corporate governance requirements. Vanke defends itself against Baoneng's... View Details
Keywords: China Vanke; China Resources; Hostile Takeover; Board Of Directors; Shareholding Structure; Shareholder Rights; Asset Restructuring; Corporate Governance; Governing and Advisory Boards; Valuation; Business and Shareholder Relations; Real Estate Industry; China
Paine, Lynn S., Charles C.Y. Wang, Dawn H. Lau, and Anthony K. Woo. "China Vanke: Battle for Control (C)." Harvard Business School Supplement 318-119, March 2018.
- March 2018
- Supplement
China Vanke: Battle for Control (B)
By: Lynn S. Paine, Charles C.Y. Wang, Dawn H. Lau and Anthony K. Woo
China Resources expresses disagreement over the validity of the results of the board vote as announced by China Vanke. It further raises objections to Vanke's handling of the announcement as well as reiterates its doubts about the strategic rationale of the proposed... View Details
Keywords: China Vanke; China Resources; Hostile Takeover; Board Of Directors; Shareholding Structure; Shareholder Rights; Asset Restructuring; Corporate Governance; Governing and Advisory Boards; Valuation; Business and Shareholder Relations; Real Estate Industry; China
Paine, Lynn S., Charles C.Y. Wang, Dawn H. Lau, and Anthony K. Woo. "China Vanke: Battle for Control (B)." Harvard Business School Supplement 318-118, March 2018.
- August 2022
- Case
One Tiger Per Mountain: The He Family Office
By: Lauren Cohen, Fei Wu and Grace Headinger
Roy He, founder and majority shareholder of his family construction material production company, was preparing to pass down the family business through its first generational handover to his children. His decision would establish his familial legacy and set a precedent... View Details
Keywords: Governance Structure; Family Business; Family Ownership; Strategic Planning; Family and Family Relationships; Leadership; Construction Industry; Canton (city, China); Canton (province, China); China
Cohen, Lauren, Fei Wu, and Grace Headinger. "One Tiger Per Mountain: The He Family Office." Harvard Business School Case 223-001, August 2022.
- Summer 2015
- Article
The Effect of Delaware Doctrine on Freezeout Structure and Outcomes: Evidence on the Unified Approach
By: Fernan Restrepo and Guhan Subramanian
Historically, Delaware corporate law provided different standards of judicial review for buyouts by controlling shareholders (also known as "freezeouts") based on what transactional form was used: deferential business judgment review for freezeouts executed as tender... View Details
Restrepo, Fernan, and Guhan Subramanian. "The Effect of Delaware Doctrine on Freezeout Structure and Outcomes: Evidence on the Unified Approach." Harvard Business Law Review 5, no. 2 (Summer 2015): 205–236.
- December 2016
- Article
Deal Process Design in Management Buyouts
Management buyouts (MBOs) are an economically and legally significant class of transaction: not only do they account for more than $10 billion in deal volume per year, on average, but they also play an important role in defining the relationship between inside and... View Details
Subramanian, Guhan. "Deal Process Design in Management Buyouts." Harvard Law Review 130, no. 2 (December 2016): 590–658.
- 2021
- Working Paper
Governance Transparency and Firm Value: Evidence from Korean Chaebols
By: Akash Chattopadhyay, Sa-Pyung Sean Shin and Charles C.Y. Wang
We examine Korean business groups' transition from circular-shareholding structures to (relatively simple) pyramidal-shareholding structures between 2011 and 2018. When firms were removed from ownership loops, chaebol families' control or incentive conflicts in them... View Details
Keywords: Business Groups; Cross Shareholding; Circular Shareholding; Pyramidal Ownership; Governance Transparency; Ownership Transparency; Earnings Response Coefficient; Business Conglomerates; Corporate Governance; Valuation; Business Earnings
Chattopadhyay, Akash, Sa-Pyung Sean Shin, and Charles C.Y. Wang. "Governance Transparency and Firm Value: Evidence from Korean Chaebols." Harvard Business School Working Paper, No. 22-012, September 2021. (Revised November 2021.)
- March 2016 (Revised May 2021)
- Case
Michael Milken: The Junk Bond King
By: Tom Nicholas and Matthew G. Preble
Michael Milken, an investment banker who dominated the junk bond market in the 1980s, was sentenced to jail in 1990 after pleading guilty to a number of securities and tax-related felonies. In the preceding decade, Milken had helped usher in a new wave of leveraged buy... View Details
Keywords: Junk Bonds; High-yield Bonds; Financial Innovation; Shareholder Value; Bonds; Capital; Capital Structure; Cost of Capital; Crime and Corruption; Entrepreneurship; Ethics; Finance; Investment Banking; Leveraged Buyouts; Mergers and Acquisitions; Ownership; Private Equity; Restructuring; United States
Nicholas, Tom, and Matthew G. Preble. "Michael Milken: The Junk Bond King." Harvard Business School Case 816-050, March 2016. (Revised May 2021.)
- October 2013 (Revised September 2014)
- Case
The TELUS Share Conversion Proposal
By: Lucy White, Benjamin C. Esty and Lisa Mazzanti
On February 21, 2013, TELUS announced a proposal to convert the firm's non-voting shares into voting shares on a one-to-one basis, thereby eliminating the firm's dual class structure. Shareholders were scheduled to vote on the proposal at the firm's annual general... View Details
Keywords: Proxy Contest; Proxy Battle; Proxy Advisor; ISS; Glass Lewis ＆ Co.; Hedge Fund; Short Selling; Share Lending; Telecommunications; Voting Rights; Empty Voting; Equity Decoupling; Share Unification; Dual Class Shares; Canada; Exchange Ratio; Shareholder Activism; Shareholder Votes; Investment Activism; Public Equity; Capital Structure; Investment Return; Corporate Governance; Corporate Finance; Ownership Stake; Business and Shareholder Relations; Valuation; Telecommunications Industry; Canada; British Columbia; United States; New York (city, NY)
White, Lucy, Benjamin C. Esty, and Lisa Mazzanti. "The TELUS Share Conversion Proposal." Harvard Business School Case 214-001, October 2013. (Revised September 2014.)
- March 2014 (Revised May 2014)
- Teaching Note
The TELUS Share Conversion Proposal
By: Lucy White and Benjamin C. Esty
On February 21, 2013, TELUS announced a proposal to convert the firm's non-voting shares into voting shares on a one-to-one basis, thereby eliminating the firm's dual class structure. Shareholders were scheduled to vote on the proposal at the firm's annual general... View Details
Keywords: Proxy Contest; Proxy Battle; Proxy Advisor; ISS; Glass Lewis ＆ Co.; Hedge Fund; Short Selling; Share Lending; Telecommunications; Voting Rights; Empty Voting; Equity Decoupling; Share Unification; Dual Class Shares; Canada; Exchange Ratio; Shareholder Activism; Shareholder Votes; Investment Activism; Public Equity; Capital Structure; Investment Return; Corporate Governance; Corporate Finance; Ownership Stake; Business and Shareholder Relations; Valuation; Telecommunications Industry; Canada; British Columbia; United States; New York (city, NY)