股东提案是雷声大雨点小吗?来自撤销毒丸计划的股东决议的证据

Are Shareholder Proposals All Bark and No Bite? Evidence from Shareholder Resolutions to Rescind Poison Pills

Journal of Financial and Quantitative Analysis · 1998
被引 164
人大 AFT50ABS 4

中文导读

研究股东要求撤销毒丸计划的提案,发现市场反应越负面、内部人持股越低,提案越频繁;提案虽导致股价下跌,但促使公司调整或撤销毒丸,最终增加股东财富。

Abstract

We provide a comprehensive examination of shareholder resolutions to rescind poison pills. We find that pill rescission proposals are more frequent the more negative the market reaction to the initial pill adoption and the lower the insider and unaffiliated block ownership. Votes for such a proposal increase when performance is poor and for more onerous poison pills. While we document a stock price decline associated with the proposal announcements, we find poison pills are more likely to be restructured or rescinded when there is a shareholder resolution. Moreover, pill revisions are associated with stockholder wealth increases. Collectively, our results suggest that pill rescission proposals are more frequent when the pill is more likely to harm shareholders and that managers respond to shareholder proposals.

毒丸计划股东提案公司治理市场反应