Substitutes for Voting Rights: Evidence from Dual Class Recapitalizations
研究双重股权重组后,公司是否用外部董事、债务杠杆、分析师和机构投资者等替代机制来弥补股东监督的缺失。
We offer additional insights regarding the motivation for dual class recapitalizations and their potential impact on managerial entrenchment. We test the general hypothesis that the loss of shareholder monitoring associated with dual class recapitalizations is replaced by alternative monitoring mechanisms. Evidence is found supporting an increase in the use of outside directors and an increase in the use of debt leverage in response to these recapitalizations. Evidence of increased monitoring by financial analysts and institutional investors also is reported, although the casual link to dual class recapitalization transactions is less clear.