scholarly journals Dual Class Model and Shareholder Agreements: An Analysis of Italian Companies

2021 ◽  
Vol 15 (1) ◽  
pp. 121
Author(s):  
Anna Paola Micheli ◽  
Carmelo Intrisano ◽  
Anna Maria Calce

This paper analysed the changes in ownership concentration of the Italian financial market and the recourse to dual class model and shareholder agreements by Italian listed companies in the period 2009-2020. The analysis shows that the control market did not show signs in the period that would lead to presume an increase in the contestability of our companies. The attenuation in ownership concentration, highlighted by the reduction in the value of the Shapley-Shubik index, and the increase in the average market participation did not produce an increase in the contestability of Italian listed companies since the high concentration and limited contestability of control continue to characterize their ownership structures. Findings also show less recourse by the Italian companies to the instruments of separation between ownership and control in the considered period. The reduction in the number of companies that resort to the issue of shares without voting rights and the shareholders' agreements is also reflected in the lower incidence of the capitalization of these companies compared to the market capitalization.

2021 ◽  
Vol 15 (4) ◽  
pp. 479-498
Author(s):  
Maria Aluchna ◽  
Tomasz Kuszewski

This paper examines the effects of pyramidal ownership. Using the sample of 162 non-financial companies listed on the Warsaw Stock Exchange during the period 2010-2014, we verify the relation between the adoption of a pyramidal structure and company value. Specifically, we show that the link between pyramidal ownership and company value is more complex than previously thought addressing the aspect of ownership concentration and dual class shares. Our results indicate that the use of pyramids is associated with a higher value measured by Tobin’s Q, supporting the efficient monitoring hypothesis. Contrary to our expectations the combination of pyramidal ownership and dual class shares is correlated with lower Q. Finally, while the adoption of a pyramid by a majority shareholder does not impact firm value, the combination of a pyramid, ownership concentration and dual class shares is associated with higher Q. This finding suggests that the blockholder ownership outweighs the possible cost of excessive disproportionate ownership and that pyramids and dual class shares have different effects on company value.


2008 ◽  
Vol 82 (3) ◽  
pp. 445-473 ◽  
Author(s):  
Aldo Musacchio

This article examines some of the institutional conditions that facilitated the development of equity markets in Brazil. A critical factor was the addition to corporate bylaws of protections for investors, which enabled relatively large corporations in Brazil to attract investors in large numbers. By availing themselves of this strategy, the firms generated a relatively low concentration of ownership before 1910. Archival evidence, such as company statutes and shareholder lists, reveals that the addition of voting rights to their bylaws, particularly maximum-vote provisions and graduated voting scales (which stipulated that less-than-proportional votes increase in parallel with shareholdings), allowed many Brazilian corporations to balance the relative voting power of their small and large investors. In companies that made such arrangements, the concentration of ownership and control was sharply lower than in the average company. Judging by the Brazilian companies examined for this article, it also appears that the concentration of control was significantly lower before 1910 than it is today.


2014 ◽  
Vol 10 (1) ◽  
pp. 23-52
Author(s):  
Gabriela M. Engler Pinto

The unbundling of cash flow and voting rights has been severely criticized worldwide and yet, the dual class structure persists as an alternative widely adopted by firms. This paper aims to provide some explanations as to why this happens, particularly from a comparative perspective that analyzes the contexts of Brazil and the United States, two countries that take a rather different approach regarding corporate ownership structures. In order to do so, it reviews the panorama of dual class structures, their main characteristics and the unification process that both countries underwent. On top of these discussions, this paper presents some arguments to explain why the dual class structure still persists both in Brazil and in the U.S. (although with variable intensity), despite all the criticism aimed at the segregation of cash flow and voting rights.


2012 ◽  
Vol 9 (2) ◽  
pp. 85-93 ◽  
Author(s):  
Hu Dan Semba ◽  
Haiyan Zheng

This paper investigates the relationship between control rights, cash flow rights, and firm performance across a sample of 276 China’s private listed companies (CPC) from 2003 to 2008. This paper finds that the performance of firms with pyramid ownership structures (POS) is lower than that of firms with direct controlling ownership structures (DOS). The separation of control rights and cash flow rights, which is the main characteristic of POS, is negatively related to the firm performance. Furthermore, in order to reduce the negative influence of control rights, this paper proposes the following countermeasures: cash flow rights should be increased because it has a positive effect on the firm performance; the supervisory powers of shareholders meeting (SM) should be strengthened because it helps improve firm performance and overrule invalid decisions taken by independent directors in China. This is proved by the findings that show a positive correlation between the attendance rate at shareholders’ meetings and firm performance; moreover, there is no positive relationship between independent directors and firm performance.


2016 ◽  
Vol 4 ◽  
pp. 214-222
Author(s):  
Nouman Afgan ◽  
Klaus Gugler ◽  
Robert Kunst

This paper analyzes the effects of ownership concentration on investment performance in a large sample of Pakistani publicly-listed companies from 1997 to 2007. Special attention is directed to statistical methods from the field of panel-data econometrics, which are able to deal with endogeneity problems and with structural reverse causality. The preferred estimator that is based on firm fixed effects insinuates that the voting rights of ultimate shareholders affect Tobin’s q unambiguously negatively, whereas the squared voting rights affect it unambiguously positively. This implies a U-curved relationship between Tobin’s q and voting rights concentration with a turning point at 45%. More than 75% of the companies fall in the upward sloping part of the curve. While positive incentive effects are at work in Pakistan, financial market development is retarded by the reluctance of minority shareholders facing dominant shareholders to hold small stakes in listed companies. Consistently, institutional shareholders do not yet provide a positive monitoring role in Pakistan.


2008 ◽  
Vol 82 (3) ◽  
pp. 445-473 ◽  
Author(s):  
Aldo Musacchio

This article examines some of the institutional conditions that facilitated the development of equity markets in Brazil. A critical factor was the addition to corporate bylaws of protections for investors, which enabled relatively large corporations in Brazil to attract investors in large numbers. By availing themselves of this strategy, the firms generated a relatively low concentration of ownership before 1910. Archival evidence, such as company statutes and shareholder lists, reveals that the addition of voting rights to their bylaws, particularly maximum-vote provisions and graduated voting scales (which stipulated that less-than-proportional votes increase in parallel with shareholdings), allowed many Brazilian corporations to balance the relative voting power of their small and large investors. In companies that made such arrangements, the concentration of ownership and control was sharply lower than in the average company. Judging by the Brazilian companies examined for this article, it also appears that the concentration of control was significantly lower before 1910 than it is today.


Author(s):  
Glenn M. Cohen ◽  
Radharaman Ray

Retinal,cell aggregates develop in culture in a pattern similar to the in ovo retina, forming neurites first and then synapses. In the present study, we continuously exposed chick retinal cell aggregates to a high concentration (1 mM) of carbamylcholine (carbachol), an acetylcholine (ACh) analog that resists hydrolysis by acetylcholinesterase (AChE). This situation is similar to organophosphorus anticholinesterase poisoning in which the ACh level is elevated at synaptic junctions due to inhibition of AChE, Our objective was to determine whether continuous carbachol exposure either damaged cholino- ceptive neurites, cell bodies, and synaptic elements of the aggregates or influenced (hastened or retarded) their development.The retinal tissue was isolated aseptically from 11 day embryonic White Leghorn chicks and then enzymatically (trypsin) and mechanically (trituration) dissociated into single cells. After washing the cells by repeated suspension and low (about 200 x G) centrifugation twice, aggregate cell cultures (about l0 cells/culture) were initiated in 1.5 ml medium (BME, GIBCO) in 35 mm sterile culture dishes and maintained as experimental (containing 10-3 M carbachol) and control specimens.


2003 ◽  
Vol 47 (10) ◽  
pp. 175-181 ◽  
Author(s):  
G. Buitrón ◽  
M.-E. Schoeb ◽  
J. Moreno

The operation of a sequencing batch bioreactor is evaluated when high concentration peaks of a toxic compound (4-chlorophenol, 4CP) are introduced into the reactor. A control strategy based on the dissolved oxygen concentration, measured on line, is utilized. To detect the end of the reaction period, the automated system search for the moment when the dissolved oxygen has passed by a minimum, as a consequence of the metabolic activity of the microorganisms and right after to a maximum due to the saturation of the water (similar to the self-cycling fermentation, SCF, strategy). The dissolved oxygen signal was sent to a personal computer via data acquisition and control using MATLAB and the SIMULINK package. The system operating under the automated strategy presented a stable operation when the acclimated microorganisms (to an initial concentration of 350 mg 4CP/L), were exposed to a punctual concentration peaks of 600 mg 4CP/L. The 4CP concentrations peaks superior or equals to 1,050 mg/L only disturbed the system from a short to a medium term (one month). The 1,400 mg/L peak caused a shutdown in the metabolic activity of the microorganisms that led to the reactor failure. The biomass acclimated with the SCF strategy can partially support the variations of the toxic influent since, at the moment in which the influent become inhibitory, there is a failure of the system.


2021 ◽  
Author(s):  
Shixiao Dong ◽  
Deyu Huang ◽  
Zheng Wang ◽  
Guanyou Zhang ◽  
Fengjuan Zhang ◽  
...  

Abstract Rotavirus was the an important causative agent of acute gastroenteritis in children. In China, rotavirus was positive in approximately 30% of the diarrhea children and become a serious public problem. This study was carried out to investigate the clinical and molecular epidemic characterization of rotavirus infection among children under 5 years old with acute diarrhea in Shandong province, China. From July 2017 to June 2018, a total of 1211 fecal specimens were detected and the prevalence of rotavirus infection was 32.12%. The mean age of positive children was 12.2 ± 10.9 months and the highest infection rate was observed in children aged 7–12 months with a rate of 41.64%. G9P[8] (76.61%) was the most prevalent combinations followed by G2P[4] (7.20%), G3P[8] (3.60%) and G9P[4] (2.06%). In addition to diarrhea, vomiting, fever and dehydration were the most common accompanied symptoms. In general, there was no significant difference in clinical manifestations among different age groups. However, the clinical manifestations between vaccinated and unvaccinated children were significantly different. Vaccinated children showed lower incidence and frequency of vomiting, lower incidence and degree of dehydration, lower incidence of severe cases than unvaccinated children. The findings suggested necessary to continue rotavirus strains surveillance in order to monitor the change of prevalent genotype. Moreover, introducing vaccine into national immunization program to prevent and control rotavirus infections is needed in China.


2020 ◽  
Vol 15 (11) ◽  
pp. 138
Author(s):  
Pier Luigi Marchini ◽  
Veronica Tibiletti ◽  
Alice Medioli ◽  
Gianluca Gabrielli

Ever since major accounting scandals and corporate collapses of the early 2000’s, the improved risk taking and the lax approach to risk management procedures, which are viewed as contributing factors to the market breakdown that occurred in the international market and, in particular, in the U.S. in 2007, have led to an increased awareness of the importance of managing risk on the part of listed companies. Risk management has gained importance in the definition of what it means to be the best and most efficient corporate governance structure and mechanism, as it can play a fundamental role in helping to achieve the company’s target. Also disclosure related to risk management is fundamental for the efficient functioning of capital markets since it helps to improve corporate transparency and to reduce the information asymmetry between insiders and outsiders. This paper aims to investigate the relationship between ownership structure and corporate risk-taking behavior and disclosure, as a tool for protecting shareholders, among Italian listed companies. The analysis is devoted to the Italian stock market because it is strongly characterized by a high ownership concentration and by the presence of a family ownership model; and this scenario makes the Italian one an interesting case to study. Based on a sample of 233 Italian listed companies, through a multivariate regression, we find that a high level of ownership concentration is positively related to a firms' low level of risk taking by the board of directors, so giving interesting insights to regulators and practitioners, as well as for further research.


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