How Close Are Close Shareholder Votes?

• 成果类型: Article
• 署名作者: Bach, Laurent; Metzger, Daniel
• 署名单位: ESSEC Business School; Stockholm School of Economics; Swedish House of Finance
• 刊物名称: REVIEW OF FINANCIAL STUDIES
• ISSN/ISSBN: 0893-9454
• DOI: 10.1093/rfs/hhy126
• 发表日期: 2019
• 页码: 3183
• 关键词: CORPORATE GOVERNANCE; regression

摘要

We show that close votes on shareholder proposals are disproportionately more likely to be won by management than by shareholder activists. Using a sample of shareholder proposals from 2003 to 2016, we uncover a large and discontinuous drop in the density of voting results at the 50% threshold. We document similar patterns for say on pay votes and director elections. Our findings imply that shareholder influence through voting is limited by managerial opposition. It also follows that one cannot routinely use an RDD to identify the causal effects of changes in corporate governance generated by shareholder votes.