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Author: College of Law, Guildford (GB)
Publisher:
ISBN:
Category :
Languages : en
Pages : 87
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Book Description
Author: College of Law, Guildford (GB)
Publisher:
ISBN:
Category :
Languages : en
Pages : 87
Get Book Here
Book Description
Author: College of Law (London, England)
Publisher:
ISBN:
Category : Stock ownership
Languages : en
Pages : 80
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Book Description
Author: S.H. Goo
Publisher: Routledge
ISBN: 113531845X
Category : Law
Languages : en
Pages : 174
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Book Description
Written in a readable style, this book provides an account, and much-needed analysis, of minority shareholders rights and remedies under section 459 of the Companies Act 1985. In the study of minority shareholders rights, there has been a tendency to give inadequate attention to the remedies now available. This book take a new approach to the treatment of minority shareholders protection. Much of this book is devoted to a detailed study of the effectiveness of section 459 as a shareholders remedy. Commencing with an examination of the problems faced by a minority shareholder, the book goes on t.
Author: Ruei-Shian Wu
Publisher:
ISBN:
Category :
Languages : en
Pages : 35
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Book Description
This study examines the impact of minority shareholder protection on the signaling effect of open-market share repurchases, the post-repurchase operating performance, and the subsequent investment decisions. When controlling owners retain tight control of their firms by insufficient equity investment, the discrepancy between voting rights and cash flow rights induces an entrenchment problem and undermines minority shareholder protection. This study finds that the market reaction to share repurchase announcements is contingent on minority shareholder protection. The signaling effect of repurchase announcements is weak for firms subjected to poor minority shareholder protection, especially for the repurchase purposes of converting debt to equity and signaling undervaluation. Moreover, the results show that poor minority shareholder protection is negatively associated with the long-term operating performance following repurchase announcements. We also find that repurchasing firms with poor minority shareholder protection experience notably declines in R&D expenses, cash holdings, and inventory when they repurchase shares to convey undervaluation.
Author: Matthias W. Stecher
Publisher:
ISBN:
Category : Consolidation and merger of corporations
Languages : en
Pages : 398
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Book Description
Author: Robin Hollington
Publisher:
ISBN:
Category : Business & Economics
Languages : en
Pages : 170
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Book Description
Author: William A. Reese
Publisher:
ISBN:
Category : Corporations, Foreign
Languages : en
Pages : 60
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Book Description
This paper examines the hypothesis that non-U.S. firms cross-list in the United States to increase protection of their minority shareholders. Cross-listing on an organized exchange (NYSE or Nasdaq) in the U.S. subjects a non-U.S. firm to a number of provisions of U.S. securities law and requires the firm to conform to U.S. GAAP. It therefore increases the expected cost to managers of extracting private benefits, and commits the firm to protecting minority shareholders' interests. The expected relation between the quantity of cross-listings and shareholder protection in the home country is ambiguous, because managers will consider both expected private benefits and the public value of their shares. However, there are clear predictions about the relation between subsequent equity issues, shareholder protection and cross-listings: 1) Equity issues increase following all cross-listings, regardless of shareholder protection. 2) The increase should be larger for cross-listings from countries with weak protection. 3) Equity issues following cross-listings in the U.S. will tend to be in the U.S. for firms from countries with strong protection and outside the U.S. for firms from countries with weak protection. We find strong evidence supporting predictions 1) and 3), and weak evidence consistent with hypothesis 2). Overall, the desire to protect shareholder rights appears to be one reason why some non-U.S. firms cross-list in the United States. However, it probably is not an important determinant of the large recent increase in cross-listings, because legal requirements potentially deter a number of firms that do have a demand for equity capital from cross-listing in the U.S.
Author: I. J. Dawson
Publisher: Hyperion Books
ISBN: 9780854598168
Category : Minority stockholders
Languages : en
Pages : 176
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Book Description
This title examines the main problems and difficulties which a minor shareholder may encounter. It discusses the manner in which pitfalls may be anticipated and avoided in advance; and the remedies for redress of grievances contained in the Companies Act 1985. The taxation considerations are also highlighted. Coverage includes: shareholder agreements; majority rule and Foss v Harbottle; protection against unfair prejudice; realizing a minority investment; and financial assistance for acquisition of a company's own shares.
Author: Jan Bertil Andersson
Publisher:
ISBN:
Category :
Languages : en
Pages : 0
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Book Description
SMEs or, as they are called here, 'close corporations', differ in many respects from publicly traded companies. Shares in publicly traded companies have a regulated market which shares in SMEs do not have. Since there is no regulated market for the shares there is usually a lock-in effect in the sense that, in the absence of contractual terms or rules in company law or in the articles of association, (minority) shareholders cannot sell their shares because of the lack of a market or at least they cannot sell them on 'fair terms'. Furthermore, I suggest that the historical theoretical assumption behind most of the rules in company law in general on protection of the minority is that minority shareholders should only have protection equivalent to their share of the voting rights and/or capital in the company. However, for efficiency reasons, I believe that most minority rules based on this assumption fail to achieve their purpose, namely the protection of the minority in close corporations. The reason for this is that any minority protection based on proportional protection will put the minority shareholders in a relatively weaker position than the proportional rights of those shareholders. To achieve the intended minority protection, I believe the following two conditions have to be met. First, where a particular transaction or event discriminates against a minority shareholder (or shareholders), protection for minority shareholders can only be achieved after the transaction or event, and only if the minority shareholders have access to information equal to or at least similar to a hypothetical perfect market situation (a perfect information position). Second, minority shareholders who do have access to information equal to or at least similar to a hypothetical perfect market situation will be in a bargaining position based on the same information. However, even with this information, minority shareholders will be at a bargaining disadvantage vis-à-vis majority shareholders. The reason is that the position of a minority shareholder in a close corporation, as reflected in the minority share of the voting rights and/or capital, is a bargaining disadvantage in itself. Only by strengthening the relatively weaker bargaining position of the minority shareholders after a discriminatory situation, but prior to negotiations between the minority shareholders and the majority shareholders to negate the discriminatory behaviour, will there be a solution that is proportional to the minority shareholders' share of the voting rights and/or capital in the company (as well as others interests of minority shareholders in a close corporation, to the extent these can be protected by law). Hence, the minority shareholders' weaker bargaining position has to be strengthened by minimum legal rules and a right to opt in to a higher level of protection in the articles of association.
Author: Dennis Campbell
Publisher:
ISBN: 9789041109224
Category : Law
Languages : en
Pages : 738
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Book Description
The protection afforded to shareholders in general, and to minority shareholders specifically, may differ from country to country. This book examines the methods used in different countries to protect minority shareholders. Every author gives an overview of his or her country's company law. the types of companies which issue shares and the types of shares issued are described. the relevance of concepts such as `share', `shareholder', `majority shareholder' and 'minority shareholder', as well as the nature and relationships of shareholder rights provided by law and those contained in corporate documents, are examined. A shareholder of a company is entitled to specific substantive and procedural rights. the effective means of enforcing them and against whom they may be enforced are discussed in detail. Finally, the work considers issues of jurisdiction, conflict of laws and certain other substantive laws insofar as these rules and laws relate to and impact on the protection and enforcement of the rights of minority shareholders against domestic and foreign companies. This new publication draws on the knowledge and experience of legal practitioners from Australia, Canada, Europe, New Zealand and the United States of America.
