Voting and Power in the Small Firm: Alternatives to the One-Share, One-Vote Rule

The one-share, one-vote rule applicable to the governance of most business firms provides for proportional voting power which differs substantially from proportional shareholdings of investors. This problem is particularly acute in small firms where several (or many) shareholders may hold significant proportions of shares. This paper reviews well-known game theoretic algorithms (weighting or vote assignment schemes) for the alignment of power with proportional shareholdings. It also provides a simple measure of the “misalignment of power from proportional shareholdings” and discusses its application in determining more equitable vote reassignment schemes

Risk-Taking Behavior in the U.S. Thrift Industry: Ownership Structure and Regulatory Changes

This paper is concerned with the relationship between ownership structure and risk taking in the U.S. thrift industry along with the impact of the Financial Institutions Reform, Recovery and Enforcement Act of 1989 (FIRREA) on this relationship. Our results, based on balance sheet and market measures of risk, suggest that insider controlled thrifts were more likely to engage in risk taking behavior prior to 1989 than were diversely held institutions. FIRREA seems to have curtailed much of the risk taking behavior of these institutions; in fact, some evidence suggests that insider controlled thrifts may have actually engaged in less risk taking behavior than their diversely held counterparts after 1989. We find inverse relationships between risk-taking behavior and levels of institutional shareholdings during all periods. This finding, along with the finding that increased risk-taking does not increase returns to thrift shareholders, suggests that the motive for risk-taking behavior on the part of insider held thrifts may not have been the maximization of the “option” value associated with shares as reported elsewhere. We do find evidence that entrenched managers may have generated significant private benefits for themselves

Risk-Taking Behavior in the U.S. Thrift Industry: Ownership Structure and Regulatory Changes

This paper is concerned with the relationship between ownership structure and risk taking in the U.S. thrift industry along with the impact of the Financial Institutions Reform, Recovery and Enforcement Act of 1989 (FIRREA) on this relationship. Our results, based on balance sheet and market measures of risk, suggest that insider controlled thrifts were more likely to engage in risk taking behavior prior to 1989 than were diversely held institutions. FIRREA seems to have curtailed much of the risk taking behavior of these institutions; in fact, some evidence suggests that insider controlled thrifts may have actually engaged in less risk taking behavior than their diversely held counterparts after 1989. We find inverse relationships between risk-taking behavior and levels of institutional shareholdings during all periods. This finding, along with the finding that increased risk-taking does not increase returns to thrift shareholders, suggests that the motive for risk-taking behavior on the part of insider held thrifts may not have been the maximization of the “option” value associated with shares as reported elsewhere. We do find evidence that entrenched managers may have generated significant private benefits for themselves

IPOs, clustering, indirect learning and filing independently

IPO underpricing has been attributed to valuation uncertainty, which can be at least partially resolved by the indirect learning associated with IPO clustering [Benveniste, L.M., Ljungqvist, A., Wilhelm, W.J., Yu, X.Y., 2003. Evidence of information spillovers in the production of investment banking services. Journal of Finance 58, 577-608]. We examine why firms might choose not to issue their IPOs contemporaneously with clusters of similar firms, forgoing opportunities to learn from their peers. We find that the willingness to file an IPO without the benefit of indirect learning from peer firm IPOs is directly related to insiders' needs for portfolio diversification and the firm's need to raise capital.IPO Underpricing Underwriter Learning