#11740. Correction to: Theory, Evidence, and Policy on Dual?Class Shares: A Country?Specific Response to a Global Debate (European Business Organization Law Review, (20XX), 22, 3, (475-515), 10.1007/s40804-021-00212-4)
August 2026 | publication date |
Proposal available till | 14-06-2025 |
4 total number of authors per manuscript | 0 $ |
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Journal’s subject area: |
Law;
Political Science and International Relations;
Business and International Management; |
Places in the authors’ list:
1 place - free (for sale)
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Abstract:
Dual class shares and the anticompetitive effects of common ownership are two of the most discussed corporate governance issues of our time. The traditional debate on dual class shares is based on the trade-off between having visionary founders firmly in control of the firm and the risk that they extract private benefits of control. We show that the exclusive focus on this trade-off is rooted on the outdated assumption that all shareholders are firm-value-maximizing (FVM), that is, aim at maximizing the value of the firm in which they have invested. In present-day financial markets, dominated by PVM institutional investors, dual class shares can then serve the additional purpose of allowing insiders to silence PVM shareholders, thus mitigating the anticompetitive effects of common ownership. For this reason, we argue against banning dual class shares, or even introducing a mandatory time-based sunset. The ongoing climate crisis is showing that a relatively low number of major carbon emitters can impose gigantic externalities on the planet. If limitations were imposed on such shares, PVM shareholders would internalize part of these externalities via their other portfolio holdings, and hence have the incentive to steer individual portfolio firms into being mindful of these externalities.
Keywords:
Climate change, common ownership, corporate governance, dual class shares, macroeconomic risk
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