We investigate the effects of target initiation in M&As. We find target-initiated deals are
common and that important motives for these deals are target economic weakness, financial …

This paper studies communications between investors and firms as a form of corporate
governance. Activist investors cannot force their ideas on companies; they must persuade …

Shareholder proposals are a common form of shareholder activism. Voting for shareholder
proposals, however, is nonbinding since management has the authority to reject the …

This paper identifies an upside of the separation of ownership and control, typically the
source of inefficiencies in the theory of the firm. Because insiders obtain private information …

This paper examines the comparative properties of voting rules based on the richness of
their ballot spaces, assuming a given distribution of voting rights. We focus on how well …

This article analyses how outsiders, such as bidders or activist investors, overcome the lack
of coordination and information among dispersed shareholders. We identify the two basic …

We compare activism and takeovers from the perspective of a blockholder who can provide
effort to improve firm value. We show that free-riding behavior by dispersed shareholders …

We exploit a 2013 Delaware law that reduces the shareholder support threshold for two-step
tender offers to investigate the impact of differing levels of shareholder support on deal …

We consider the problem of selling a firm to a single buyer. The buyer privately knows post-
sale cash flows and the benefits of control. Unlike the case where buyer's private information …

This paper studies the advisory role of the board of directors in takeovers. I develop a model
in which the takeover premium and the ability of the target board to resist the takeover are …