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Large Shareholders and Corporate Control

作者:Andrei Shleifer, Robert W. Vishny · 发表于:Journal of Political Economy · 年份:1986 · DOI:10.1086/261385 · 被引用次数:8664 · 研究领域:Corporate Finance and Governance、Corporate Taxation and Avoidance、Economic Policies and Impacts

In a corporation with many small owners, it may not pay any one of them to monitor the performance of the management. We explore a model in which the presence of a large minority shareholder provides a partial solution to this free-rider problem. The model sheds light on the following questions: Under what circumstances will we observe a tender offer as opposed to a proxy fight or an internal management shake-up? How strong are the forces pushing toward increasing concentration of ownership of a diffusely held firm? Why do corporate and personal investors commonly hold stock in the same firm, despite their disparate tax preferences?