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.
2020-11-10 07:25:00 Tuesday ET
The McKinsey edge reflects the collective wisdom of key success principles in business management consultancy. Shu Hattori (2015) The McKins
2023-12-05 09:25:00 Tuesday ET
Better corporate ownership governance through worldwide convergence toward Berle-Means stock ownership dispersion Abstract We design a model
2019-09-15 14:35:00 Sunday ET
U.S. Treasury officially designates China a key currency manipulator in the broader context of Sino-American trade dispute resolution. The U.S. Treasury cla
2018-04-02 07:33:00 Monday ET
China President Xi JinPing tries to ease trade tension between America and China in his presidential address at the annual Boao forum. In his vulnerable att
2019-06-11 12:33:00 Tuesday ET
Dallas Federal Reserve Bank President Robert Kaplan expects the U.S. economy to grow at 2.2%-2.5% in 2019-2020 as inflation rises a bit. In an interview wit
2020-04-03 09:28:00 Friday ET
The Intel trinity of Robert Noyce, Gordon Moore, and Andy Grove establishes the primary semiconductor tech titan in Silicon Valley. Michael Malone (2014)