Does the director election system matter? Evidence from majority voting
Yonca Ertimur (),
Fabrizio Ferri () and
David Oesch ()
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Yonca Ertimur: University of Colorado at Boulder
Fabrizio Ferri: Columbia University
David Oesch: University of St. Gallen
Review of Accounting Studies, 2015, vol. 20, issue 1, No 1, 41 pages
Abstract:
Abstract We examine the effect of a change in the director election system—the switch from a plurality voting standard to a more stringent standard known as majority voting (MV). Using a regression discontinuity design, we document abnormal returns of 1.43–1.60 % around annual meeting dates where shareholder proposals to adopt MV are voted upon, suggesting that shareholders perceive the adoption of MV as value-enhancing. We document an increase in boards’ responsiveness to shareholders at MV firms. In particular, relative to a propensity score-matched control sample, firms adopting MV exhibit an increase in the rate of implementation of shareholder proposals supported by a majority vote and in the responsiveness to votes withheld from directors up for election. We do not find a relation between votes withheld and subsequent director turnover, regardless of the election standard. Overall, it appears that, rather than a channel to remove specific directors, director elections are viewed by shareholders as a means to obtain specific governance changes and that, in this respect, their ability to obtain such changes is stronger under a MV standard.
Keywords: Director elections; Majority voting; Shareholder activism; Director turnover (search for similar items in EconPapers)
JEL-codes: G30 G34 M51 (search for similar items in EconPapers)
Date: 2015
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DOI: 10.1007/s11142-014-9284-9
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