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.
2020-05-14 12:35:00 Thursday ET
Disruptive innovators can better compete against luck by figuring out why customers hire products and services to accomplish jobs. Clayton Christensen, T
2027-10-31 00:00:00 Sunday ET
In the technological race between the U.S. and China, America leads in some strategic sectors from AI large language models (LLM), graphics processing units
2019-09-23 12:25:00 Monday ET
Volcker, Greenspan, Bernanke, and Yellen contribute to a Wall Street Journal op-ed on monetary policy independence. These former Federal Reserve chiefs unit
2019-11-19 09:33:00 Tuesday ET
American unemployment declines to the 50-year historical low level of 3.5% with moderate job growth. Despite a sharp slowdown in U.S. services and utilities
2018-11-09 11:35:00 Friday ET
The Internet inventor Tim Berners-Lee suggests that several tech titans might need to be split up in response to some recent data breach and privacy concern
2018-06-11 07:44:00 Monday ET
Facebook, Apple, Amazon, Netflix, and Google (FAANG) have been the motor of the S&P 500 stock market index. Several economic media commentators contend