Multiple Faces of Shareholder Power in Asia: Complexity Revealed

Abstract

This is a working draft Chapter for a forthcoming volume, The Research Handbook on Shareholder Power, edited by Randall Thomas and Jennifer Hill (United Kingdom: Edward Elgar). The Research Handbook is part of a joint project on Shareholder Power co‐organized by Dan W. Puchniak and Randall Thomas, which is co‐sponsored by NUS Law’s Center for Law & Business and Vanderbilt Law School’s Law and Business Program. The Chapter uses three distinct lenses (i.e., American, Asian, and jurisdiction‐specific lenses) to reveal the multiple faces of shareholder power in Asia. It demonstrates that viewing shareholder power in Asia solely through the monolithic American‐cum‐global lens not only results in myopia, but terribly misleads. It explains why jurisdiction‐specific (and not American or Asian) lenses are required to reveal the "external benefits of control" which appear to be critical for understanding the behavior of the most important shareholders in Asia’s miracle economies — a fact that has been almost entirely overlooked. The Chapter concludes by suggesting that future research should use "jurisdiction‐specific lenses" to gather and analyze local knowledge to understand the unique external private benefits of control that make shareholder power in Asia’s leading economies incredibly diverse and complex — something that will require a book not another regression analysis.

Keywords: Comparative corporate law, shareholder power, Asian shareholders, private benefits of control, controlling shareholders, independent directors, proxy contests, hostile takeovers, shareholder litigation, culture and corporate governance

JEL Classification: K22, P50, Z10