Document Type

Article

Publication Date

1997

Center/Program

Center on Corporate Governance

Center/Program

Center for Contract and Economic Organization

Abstract

What, if anything, can institutional investors do to influence the course and outcome of corporate control contests? The traditional answer was relatively little. To be sure, institutions could tender their shares in a tender offer or vote in a proxy contest to oust the incumbent board, but such a role was essentially reactive and contingent. It required that an offer actually be made before institutions could respond on an after-the-fact basis. Similarly, institutions have occasionally conducted precatory proxy campaigns calling upon the board to redeem its poison pill,1 but management was free to ignore these requests (and has done so).2

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