The Influence of Institutions on Corporate Governance through Private Negotiations: Evidence from TIAA-CREF
Willard T. Carleton
affiliation not provided to SSRN
James M. Nelson
Florida State University - College of Business
Michael S. Weisbach
Ohio State University (OSU) - Department of Finance; National Bureau of Economic Research (NBER)
Journal of Finance, Vol. 53, August 1998
This paper analyzes the process of private negotiations between financial institutions and the companies they attempt to influence. It relies on a private database consisting of the correspondence between TIAA-CREF and 45 firms it contacted about governance issues between 1992 and 1996. This correspondence indicates that TIAA-CREF is able to reach agreements with targeted companies over 95% of the time. In over 70% of the cases, this agreement is reached without shareholders ever voting on the proposal. We verify independently that at least 87% percent of the targets subsequently took actions to comply with these agreements.
JEL Classification: G31, G32, G34Accepted Paper Series
Date posted: September 6, 1998
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