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.
2022-11-30 09:26:00 Wednesday ET
Climate change and ESG woke capitalism In recent times, the Biden administration has signed into law a $375 billion program to better balance the economi
2019-03-01 13:36:00 Friday ET
Global economic uncertainty now lurks in a thick layer of mystery. This uncertainty arises from Sino-U.S. trade tension, Brexit fallout, monetary policy nor
2019-07-17 12:37:00 Wednesday ET
Gold prices surge above $1400 per ounce amid global trade tension and economic policy uncertainty. Both European Central Bank and Bank of Japan may consider
2017-12-17 11:41:00 Sunday ET
Warren Buffett points out that it is important to invest in oneself. Learning about oneself empowers him or her to lead a meaningful life. This valuable inv
2018-03-06 11:35:00 Tuesday ET
The Trump team blocks Broadcom's bid for Qualcomm due to national economic security concerns and 5G telecom network issues. Broadcom makes microchips fo
2022-09-25 09:34:00 Sunday ET
Main reasons for share repurchases Temporary market undervaluation often induces corporate incumbents to initiate a share repurchase program to boost the