← Search

Journal of Political Economy Vol. 106 No. 1 1998

Why Higher Takeover Premia Protect Minority Shareholders

Mike Burkart1; Denis Gromb2,3; Fausto Panunzi4,5

1 Stockholm School of Economics · 2 Economic Policy Institute · 3 Massachusetts Institute of Technology · 4 University of Pavia · 5 University College London

open access

Abstract

Posttakeover moral hazard by the acquirer and free‐riding by the target shareholders lead the former to acquire as few sharcs as necessary to gain control. As moral hazard is most severe under such low ownership concentration, inefficiencies arise in successful takeovers. Moreover, share supply is shown to be upward‐sloping. Rules promoting ownership concentration limit both agency costs and the occurrence of takeovers. Furthermore, higher takeover premia induced by competition translate into higher ownership concen‐tration and are thus beneficial. Finally, one share‐one vote and simple majority are generally not optimal, and socially optimal rules need not emerge through private contracting.

DOI
10.1086/250006
Volume
106
Issue
1
Pages
172-204
Language
en
Sources
openalex crossref bibtex:phds-export.bib

Cite