The balance of power in closely held corporations

• 成果类型: Article
• 署名作者: Bennedsen, M; Wolfenzon, D
• 署名单位: University of Michigan System; University of Michigan; University of Copenhagen
• 刊物名称: JOURNAL OF FINANCIAL ECONOMICS
• ISSN/ISSBN: 0304-405X
• DOI: 10.1016/S0304-405X(00)00068-4
• 发表日期: 2000
• 页码: 113-139
• 关键词: closely held corporations; Ownership structure; control dilution; controlling coalition; one-share-one vote

摘要

We analyze a closely held corporation characterized by the absence of a resale market for its shares. We show that the founder of the firm can optimally choose an ownership structure with several large shareholders to force them to form coalitions to obtain control. By grouping member cash flows, a coalition internalizes to a larger extent the consequences of its actions and hence takes more efficient actions than would any of its individual members. The model has implications for the optimal bundling of cash flow and voting rights, and for the optimal number and size of shareholders. (C) 2000 Elsevier Science S.A. All rights reserved. JEL classification: G32; G34.