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.
2023-05-31 11:27:00 Wednesday ET
What are the top global risks in trade, finance, and technology? In this macro report, we focus on the current global risks from inflation and growth con
2026-07-01 11:29:00 Wednesday ET
In recent years, higher American economic growth has been impressive both by historical standards and in comparison to the rest of the world. American excep
2018-05-01 11:38:00 Tuesday ET
America and China play the game of chicken over trade and technology, whereas, most market observers and economic media commentators hope the Trump team to
2025-06-13 08:23:00 Friday ET
What are the mainstream legal origins of President Trump’s new tariff policies? We delve into the mainstream legal origins of President Trump&rsquo
2020-03-26 10:31:00 Thursday ET
The unique controversial management style of Steve Jobs helps translate his business acumen into smart product development. Jay Elliot (2012) Leading
2019-04-27 16:41:00 Saturday ET
Tony Robbins suggests that one has to be able to make money during sleep hours in order to reach financial freedom. Most of our jobs and life experiences tr