AN EMPIRICAL-INVESTIGATION OF THE EFFECT OF CORPORATE CHARTER ANTITAKEOVER AMENDMENTS ON STOCKHOLDER WEALTH

• 成果类型: Article
• 署名作者: MAHONEY, JM; MAHONEY, JT
• 署名单位: University of Illinois System; University of Illinois Urbana-Champaign
• 刊物名称: STRATEGIC MANAGEMENT JOURNAL
• ISSN/ISSBN: 0143-2095
• DOI: 10.1002/smj.4250140104
• 发表日期: 1993
• 页码: 17-31
• 关键词: ANTITAKEOVER AMENDMENTS; corporate governance; Agency theory; event study

摘要

This paper tests competing theoretical explanations for the passage of corporate charter antitakeover amendments. The managerial entrenchment hypothesis suggests that antitakeover amendments are adopted by incumbent management to obtain job security at stockholders' expense. An alternative hypothesis is that antitakeover amendments are proposed in order to enable the management of the target firm to extract a higher price from the bidding firm and thereby benefit stockholders. Our event study from a sample of 409 firms that adopted antitakeover amendments in the 1974-88 period indicates a strongly negative effect on stockholder wealth, in support of the managerial entrenchment hypothesis that antitakeover amendments are adopted by managers at the expense of stockholders.