Buying shares and/or votes for corporate control

Eddie Dekel*, Asher Wolinsky

*Corresponding author for this work

Research output: Contribution to journalArticlepeer-review

7 Scopus citations

Abstract

We explore how allowing votes to be traded separately of shares may affect the efficiency of corporate control contests. Our basic set-up and the nature of the questions continue the work of, and Blair, Golbe and Gerard (1989). We consider three cases with respect to the allowable price offers (for shares and for votes when they can be traded separately): unrestricted price offers, quantity-restricted price offers, and price offers contingent on winning. Our main results are characterizations of the equilibria and of the circumstances under which vote buying is harmful. We show that allowing votes to be traded separately of shares results in inefficiencies in all the cases we study. Similarly allowing quantity-restricted offers is also harmful, but allowing conditional offers is not in itself detrimental to efficiency. The paper also makes a methodological contribution to the analysis of takeover games with atomless shareholders. It provides a way of dealing with asymmetric equilibria that must be dealt with for a complete analysis and it proves existence of an equilibrium.

Original languageEnglish (US)
Pages (from-to)196-226
Number of pages31
JournalReview of Economic Studies
Volume79
Issue number1
DOIs
StatePublished - Jan 1 2012

Keywords

  • Corporate control contest
  • Vote-buying

ASJC Scopus subject areas

  • Economics and Econometrics

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