Corporate governance : the case the limitation of the voting rights in a listed company

摘要: This study develops a new trade-off view of corporate governance from an examination rules that limit voting rights as defensive measure against hostile takeover attempt. The theoretical framework concerns listed company, the capital which is mainly detained by atomistic shareholders and power in hands small group united minority shareholders, hard core wants to block any takeover. constructs device based on two parameters allowing it act limitation rights: threshold (δ ) below each share linked one vote above gives less than vote, according redistribution coefficient (γ ). First, this proposes model enables determination impacts control firm, price share, attractiveness bid. Second, determines optimal regulation device. has prevent while minimizing regulation’s negative impact market due overprotection detriment dispersed shareholders. Third, various quantitative simulations illustrate particularly complex situations. Finally, outlines potentially promising areas for future research.