The Relevance of Fiduciary Conflict-of-Interests in Control versus Issue Proxy Contests
分析受托人在控制权争夺和议题表决两类代理权之争中投票时的利益冲突角色,比较两类争夺的成功概率和解决效果差异,为实证检验利益冲突的相关性提供启示。
The role of fiduciaries with conflicting interests has received considerable attention recently. The purpose of this paper is to analyze the role of a fiduciary casting votes under conflicting interests in proxy contests that seek to control the corporation and those waged solely for the purpose of deciding an issue. By deriving comparisons across types of contests, we provide implications concerning differences in success probabil? ities and resolution effects for the two types of contests. The empirical verification (refutation) of such effects would provide insight regarding the (ir)relevance of fiduciary conflict-of-interests in proxy contests.