2018-05-09 08:31:00 Wed ET
stock market competition macrofinance stock return s&p 500 financial crisis financial deregulation bank oligarchy systemic risk asset market stabilization asset price fluctuations regulation capital financial stability dodd-frank
CBS and its special committee of independent directors have decided to sue the Redstone controlling shareholders because these directors might have breached their fiduciary duties. This breach can cause irreparable harm since the Redstone controlling shareholders who own 79% of CBS equity stakes have indicated a clear intention to force a merger of CBS and Viacom. This prospective merger may not serve the best interests of CBS's minority shareholders who own the residual 21% equity stakes.
CBS's independent directors propose to issue a stock dividend of voting shares to all the minority shareholders. This issuance would dilute the voting power of the Redstone controlling shareholders from 79% to about 17% but would not dilute the economic ownership interests of any CBS shareholders. This special dividend is permissible under CBS's corporate charter for its controlling shareholders and directors to honor their fiduciary duties of care, loyalty, and good faith.
Alternatively, the Redstone controlling shareholders might go nuclear by voting out the special committee of independent directors instantly by written consent with short shareholder notice. This coup attempt would allow the Redstone controlling shareholders to replace the board with their close friends who would then approve the CBS-Viacom merger plan. On balance, this complex and thorny issue shines fresh light on whether the current corporate governance regime should enhance independent directorship with greater voting power.
If any of our AYA Analytica financial health memos (FHM), blog posts, ebooks, newsletters, and notifications etc, or any other form of online content curation, involves potential copyright concerns, please feel free to contact us at service@ayafintech.network so that we can remove relevant content in response to any such request within a reasonable time frame.
2019-01-10 17:31:00 Thursday ET
The recent Bristol-Myers Squibb acquisition of American Celgene is the $90 billion biggest biotech deal in history. The resultant biopharma goliath would be
2019-06-03 11:31:00 Monday ET
The Sino-U.S. trade war may be the Thucydides trap or a clash of Caucasian and non-Caucasian civilizations. The proverbial Thucydides trap refers to the his
2025-07-01 13:35:00 Tuesday ET
In recent times, financial deglobalization and asset market fragmentation can cause profound public policy implications for trade, finance, and technology w
2019-01-23 11:32:00 Wednesday ET
Higher public debt levels, global interest rate hikes, and subpar Chinese economic growth rates are the major risks to the world economy from 2019 to 2020.
2019-02-15 11:33:00 Friday ET
President Trump is open to extending the March 2019 deadline for raising tariffs on Chinese imports if both sides are close to mutual agreement. These bilat
2027-01-31 12:25:00 Sunday ET
In recent decades, many governments have chosen to run high fiscal deficits on top of sovereign debt mountains so that greater government intervention still