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THE CORPORATE PRACTICE OF GERRYMANDERING THE VOTING RIGHTS OF COMMON STOCKHOLDERS AND THE CASE FOR MEASURED REFORM

University of Pennsylvania law review, 2019-01, Vol.167 (2), p.497-543 [Peer Reviewed Journal]

2019 University of Pennsylvania Law Review ;COPYRIGHT 2019 University of Pennsylvania, Law School ;Copyright University of Pennsylvania Law School Jan 2019 ;ISSN: 0041-9907 ;EISSN: 1942-8537

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Title:
THE CORPORATE PRACTICE OF GERRYMANDERING THE VOTING RIGHTS OF COMMON STOCKHOLDERS AND THE CASE FOR MEASURED REFORM
Author: Barocas, Benjamin J.
Subjects: Apportionment ; COMMENT ; COMPANIES ; Corporate governance ; Economic aspects ; Gerrymandering ; Investors ; JUDICIAL REVIEW ; Judicial review of administrative acts ; Law and legislation ; Laws, regulations and rules ; LIQUIDATION ; Methods ; Organizational structure ; Publicly held corporations ; Remedies ; SECURITIES AND EXCHANGE ; Shareholder voting ; SHARES AND SHAREHOLDERS ; Stockholders ; Stockholders' voting ; Valuation ; VOTING ; Voting rights (Stockholders)
Is Part Of: University of Pennsylvania law review, 2019-01, Vol.167 (2), p.497-543
Description: The voting rights of common stockholders have been gerrymandered through the use of dual-class and multiclass governance structures, which drive a wedge between the economic interests and voting entitlements of shareholders. These corporate governance structures are designed to preserve control for corporate insiders, including founders and family members. Insiders can secure majority voting power in corporate affairs without needing to retain a proportionate economic interest in the enterprise. The corollary is that ordinary shareholders are not afforded a commensurate amount of voting rights with their economic interest.
Publisher: Philadelphia: students of the University of Pennsylvania Law School
Language: English
Identifier: ISSN: 0041-9907
EISSN: 1942-8537
Source: Alma/SFX Local Collection

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THE CORPORATE PRACTICE OF GERRYMANDERING THE VOTING RIGHTS OF COMMON STOCKHOLDERS AND THE CASE FOR MEASURED REFORM

2019 University of Pennsylvania Law Review ;COPYRIGHT 2019 University of Pennsylvania, Law School ;Copyright University of Pennsylvania Law School Jan 2019 ;ISSN: 0041-9907 ;EISSN: 1942-8537

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