shareholder

Shareholder

Commodity (115)
Deflation (7)
Economics (2515)
Economy (8367)
Fiscal policy (12)
Gross margin (2)
Gross profit (1)
Inflation (388)
Liquidity (35)
Macroeconomics (15)
Marginal cost (26)
National income (26)
Opportunity cost (19)
Shareholder (640)
Stakeholder (2526)

Synopsis: Entrepreneurship: Economics: Shareholder:

2011 Missing an Open Goal_UK public policy and open innovation.pdf

Most global corporations are not under pressure either from shareholders or other stakeholders to be open for the sake of it,

Berlin_Adlershof.pdf

3 months net rent (Sales tax not included) 27 Organisation 28 WISTA-MANAGEMENT GMBH 29 WISTA-MANAGEMENT GMBH State of Berlin Shareholder Supervisory Board

Best practices in transport infrastructure financing.pdf

and guarantees ranking ahead of shareholder subordinated debt mezzanine finance, including high-yield debt for SMES experiencing high-growth

For example in state-owned companies and limited companies where the government is the biggest shareholder it is hard to define strictly the funding source.

and construction companies and in total the project had 15 shareholders, a consortium of 10 construction companies, Transmanche link (TML) and 5 banks.

The shareholders were evenly from France and England. The construction consortium made a design and build contract with Eurotunnel,

The first equity package came from the original 15 shareholders in the beginning of the project. The tunnel project and the shareholders went through critical times

when Equity package 2 was accepted, and it made the original project promoters minor shareholders. Before equity package 3 could be accepted the project needed more financing.

European Investment Bank provided the tunnel project a loan the deal was signed by a group of 50 banks

Consultation on the EU strategic work programme 2016-2017.pdf

and similar refined instruments introduced in the shareholders'agreement, in order to make a fairer distribution of the exit value.

DB15-Full-Report.pdf

Six of the 10 top improvers reformed their property registration processes and 6 strengthened the rights of minority shareholders, with Côte d'ivoire, Senegal, Togo and the United Arab South Sudan Central african republic

These 4 economies strengthened minority investor protections by making it possible for shareholders to inspect documents pertaining to related-party transactions as well as to appoint auditors to conduct inspections Moreover,

The United arab emirates also made it possible for shareholders to request the rescission of unfair relatedparty transactions.

and credit information systems Protecting minority investors Minority shareholders'rights in related-party transactions and in corporate governance Enforcing contracts Procedures,

The indicators have measured traditionally the strength of minority shareholder protections against directors'misuse of corporate assets for personal gain.

This year a new indicator has been added to measure shareholders'rights in corporate governance beyond related-party transactions,

the extent of shareholder governance index, encompasses a range of issues and data: Shareholders'rights and role in major corporate decisions the extent to which shareholders can influence important corporate decisions,

such as appointing and removing board members, issuing new shares and amending the company's bylaws and articles of association.

and whether there are rules relating to cross-shareholding and subsidiary ownership. Transparency the extent to which companies are required to disclose information about their finances

Allocation of legal expenses the extent to which the expenses associated with lawsuits brought by shareholders can be recovered from the company

whether FIGURE 3. 7 What has been added to getting credit 32 DOING BUSINESS 2015 filing a shareholder action is prohibitively expensive

and introducing additional safeguards for shareholders of privately held companies. Indonesia made starting a business easier by making it possible to issue the approval letter for the deed of establishment electronically.

The resolution establishes requirements for related-party transactions to be approved by a general meeting of shareholders,

it permits shareholders representing 5 %or more of the shares of a company involved in a related-party transaction to access documents relating to the transaction.

and grants shareholders the right to access and obtain copies of all documents pertaining to related-party transactions.

and offering new venues and remedies for minority shareholders harmed by abusive conduct by company insiders.

and protection of shareholder rights that establishes higher standards for disclosure of related-party transactions by interested directors

Enhanced access to information in shareholder actions Benin; Burkina faso; Cameroon; Central african republic; Chad; Comoros; Democratic Republic of congo;

Expanded shareholders'role in company management Dominican republic; India; Republic of korea; Switzerland Switzerland issued a federal ordinance against abusive remuneration in publicly listed joint stock companies.

All they need to do is to fill out an electronic form providing information about the company and its shareholders.

and shareholder access to judicial redress as a proxy for an economy's overall corporate governance standards and ease of access to financing from capital markets.

Stronger protection of minority shareholders in prejudicial related-party transactions is associated with a higher level of development in capital markets as reflected by such indicators as higher market capitalization, larger numbers

Recent studies provide empirical evidence that corporate governance standards aimed at protecting minority shareholders promote positive economic outcomes at the country and firm level.

and the rights of shareholders relative to the board of directors and management. Sound rules and regulations in these areas of corporate governance can minimize the agency problem between majority and minority shareholders as well as that between minority shareholders and the board of directors and management.

Doing Business introduces 3 new measures of minority investor protections this year indices on shareholders'rights and role in major corporate decisions, on governance structure and on corporate transparency.

Economies with the most developed securities markets tend to have the highest average scores on the 3 new indices.

shareholders of listed companies are protected more than those of nonlisted companies. Overall, minority investors are protected more in economies that distinguish between shareholders of listed companies and shareholders of nonlisted ones.

PROTECTING MINORITY INVESTORS 77 Specifically, greater shareholder protection is associated with larger capital markets, 2 a lower cost of capital, higher cash flows, more efficient firm-level

resource allocation3 and greater firm valuation4 and performance. 5 In addition, numerous studies suggest that investors will charge higher rates to provide financing

greater shareholder protection reduces the cost of equity by mitigating the agency problem between minority shareholders and managers in relation to diverging interests in the allocation of company resources.

Since their inception, the Doing Business indicators on protecting minority investors have been measuring minority shareholder protections against directors'misuse of corporate assets for personal gain.

what evidence shareholders can obtain to help them win their case if they choose to initiate a legal action in court.

but that are also indicative of the strength of protection of minority shareholders. This is particularly important to identify additional areas of potential improvement for policy makers

the extent of shareholder rights BOX 9. 1 What is new in the protecting minority investors indicators?

extent of shareholder rights index, strength of governance structure index and extent of corporate transparency index.

Ease of shareholder suits index expanded to take into account the allocation of legal expenses. See the data notes for a detailed description of changes and additions to the methodology.

FIGURE 9. 1 Shareholder rights in listed and nonlisted companies are consistent in most economies 0 10 20 30 40 50 60 70 80 90 100 Shareholders have the right to amend bylaws or statutes

with a simple majority. Shareholders have preemption rights on new shares. Shares can be traded freely prior to a major corporate action.

Shareholders representing 10%can call for an extraordinary meeting. Shareholders approve the election and dismissal of the external auditor.

A company must obtain shareholders'approval to issue new shares. Shareholders can remove directors before the end of their term.

Share of economies where good practice applies(%)Listed companies Nonlisted companies Note: The good practices are measured those by the extent of shareholder rights index.

Source: Doing Business database. 78 DOING BUSINESS 2015 index, the strength of governance structure index and the extent of corporate transparency index.

In addition, a new component on the allocation of legal expenses associated with shareholder litigation has been added to the existing ease of shareholder suits index. 8 Extent of shareholder rights index The ability of shareholders to influence important corporate

decisions such BOX 9. 2 Standard setters and good practices Corporate governance practices around the world have been converging over the past 2 decades.

This convergence is being driven by a group of global standard setters to which governments look for guidance on how to strengthen their corporate governance,

The methodology for the protecting minority investors indicators promotes good practices recommended by the OECD Principles of Corporate Governance. a For example, the indicators measure whether the division of responsibilities among shareholders

They also capture the rights of minority shareholders to be informed about, and to participate in general shareholder meetings

and decisions relating to extraordinary transactions, consistent with principle 2 (rights of shareholders and key ownership functions).

They investigate rules relating to insider trading and whether all shareholders of the same series of a class are treated equally, in line with principle 3 (equitable treatment of shareholders).

And the extent of disclosure index directly follows principle 5 (disclosure and transparency), while the extent of director liability index echoes principle 6 (responsibilities of the board).

In measuring this aspect Doing Business gives particular attention to the allocation of power between shareholders and management;

studies have shown that greater power in the hands of shareholders can lead to greater management attention to shareholder interests

and limits on cross-shareholding and subsidiary ownership (figure 9. 2). 9 Extent of corporate transparency index Greater access to corporate information can have beneficial effects for firms.

Access to complete and accurate financial information is crucial to efficiently deploying investor capital (figure 9. 3). Allocation of legal expenses in shareholder litigation Comprehensive rights are moot without effective ways

and of private shareholders willing to initiate legal actions whenever they suspect that a company in which they have invested is being mismanaged by corporate insiders.

unless FIGURE 9. 2 Some areas of corporate governance continue to be overlooked in some economies 0 10 20 30 40 50 60 70 80 90 100 Cross-shareholding between 2

A buyer must make an offer to all shareholders upon acquiring 50%of the company.

Changes to voting rights of shares must be approved only by the affected shareholders. Listed companies Nonlisted companies Share of economies where good practice applies(%)Note:

Doing Business database. 80 DOING BUSINESS 2015 shareholder plaintiffs can recover their legal expenses or the payment of their expenses can be made contingent on a successful outcome.

whether legal expenses incurred by shareholder plaintiffs can be charged to the company and whether plaintiffs can pay attorney fees depending on the damages they recover in court.

Overall, OECD high-income economies have the strongest protections of minority shareholders as measured by Doing Business.

which is the average of 3 existing indices of minority shareholder protections, and on the extent of shareholder governance index,

which is the average of the 3 new ones (table 9. 1). 11 The average scores for all regions except South Asia reflect stronger performance on protections from conflicts of interest than on shareholder

rights in corporate governance as measured by Doing Business, with the largest gap between the 2 dimensions in East asia and the Pacific and Latin america and the Caribbean.

and as measured by the new indices Region Average score (0 10) Extent of conflict of interest regulation index Extent of shareholder governance index Strength of minority investor protection index

The extent of conflict of interest regulation index is the average of the extent of disclosure, extent of director liability and ease of shareholder suits indices.

The extent of shareholder governance index is the average of the extent of shareholder rights, strength of governance structure and extent of corporate transparency indices.

FIGURE 9. 4 Greater protection of minority shareholders is associated with greater market capitalization Distance to frontier score for protecting minority investors (0 100), 2014 Market capitalization

and a greater minority shareholder role in corporate governance also tend to have, for example, higher market capitalization (figure 9. 4). Moreover,

economies that tend to have greater shareholder involvement in corporate governance, as measured by the 3 new indices,

also tend to have greater protection of minority shareholders in prejudicial related-party transactions, as measured by the 3 existing indices.

so that shareholders of listed companies are protected more. 12 In all OECD highincome economies the regulations that apply to listed companies are more protective of minority shareholders,

consistent with the more developed capital markets in these economies (figure 9. 5). Sub-saharan africa is the only region where the majority of economies provide the same level of protection for minority shareholders in both types of companies,

But applying the same standards to both types of companies does not necessarily mean better overall protection of shareholders.

minority investors are protected more in economies that distinguish between shareholders of listed companies and shareholders of nonlisted ones (figure 9. 6). Indeed,

economies that distinguish between these shareholder groups have adopted 55%on average of the good practices captured by the 3 new indices

FIGURE 9. 6 Minority investors are protected more overall in economies that distinguish between shareholders of listed companies

and shareholders of nonlisted ones 0 10 20 30 40 50 60 70 80 Sub-saharan africa Latin america & Caribbean Middle east & North africa East asia & Pacific South

The 3 new indices are the extent of shareholder rights, strength of governance structure and extent of corporate transparency indices.

FIGURE 9. 5 OECD high-income economies systematically offer more protection for shareholders of listed companies than for shareholders of nonlisted ones 100 75 50 250 OECD high income

and nonlisted companies 31 7 21 15 16 17 17 30 15 9 5 5 1 Economies by relative level of shareholder protection

Shareholder protection is measured as by the extent of shareholder rights, strength of governance structure and extent of corporate transparency indices.

responsibilities and protections afforded to minority shareholders, whether they are investing in a nonlisted company or in a listed one.

It also sheds light on the protection of shareholders in nonlisted companies, an aspect on

See the data notes for the full list of components added this year. 9. Cross-shareholding refers to 2 independent companies acquiring shares in each other. 10.

The 3 existing indices are the extent of disclosure, extent of director liability and ease of shareholder suits indices. 12.

Agency Costs of Free Cash Flows and the Effect of Shareholder Rights on the Implied Cost of Capital.

Thirty Years of Shareholder Rights and Firm Valuation. Journal of Finance. Crone, Theodore M. 1982.

Protection of shareholders from conflicts of interest Thxtnt of conflict of intrst rul-tion indx msurs thprotction of shrholdrs inst dirctors'misusof corportssts for prsonl in bdistinuishin3 dimnsions

of shrholdr ovrnncindics Data Notes 129 shareholder litigation (ease of shareholder suits index. To make the data comparable across economies,

it is assumed that Buyer is a large private company with multiple shareholders. Has a board of directors and a chief executive officer (CEO) who may legally act on behalf of Buyer where permitted,

which 60%of the shareholder-elected members have been appointed by Mr. James, who is Buyer's controlling shareholder and a member of Buyer's board of directors.

Is a manufacturing company. Has its own distribution network. Assumptions about the transaction Mr. James owns 60%of Buyer and elected 2 directors to Buyer's 5-member board.

Shareholders sue Mr. James and the other parties that approved the transaction. Extent of disclosure index The extent of disclosure index has 5 components:

1 if the board of directors, the supervisory board or shareholders must vote and Mr. James is permitted to vote;

3 if shareholders must vote and Mr. James is permitted not to vote. Whether immediate disclosure of the transaction to the public, the regulator or the shareholders is required.

A score of 0 is assigned if no disclosure is required; 1 if disclosure on the terms of the transaction is required but not on Mr. James's conflict of interest;

an external auditor, review the transaction Figure 14.12 How well are protected minority shareholders from conflicts of interest?

Extent of disclosure Disclosure and approval requirements Extent of director liability Ability to sue directors for damages Ease of shareholder suits Access by shareholders to documents plus other evidence for trial 90%ownership,

sits on board of directors Company B (seller) Company A (buyer) Transaction involving conflict of interest Mr. James Minority shareholders Lawsuit Figure 14.11 Protecting minority investors:

shareholders'rights in conflicts of interest and corporate governance Rankings are based on distance to frontier scores for 2 indicators 50%Extent of conflict of interest regulation index 50%Extent

of shareholder governance index 130 DOING BUSINESS 2015 bforit tks plc. A scorof 0 is ssind if no;

Ease of shareholder suits index Thsof shrholdr suits indx hs 6 componnts: Wht rnof documnts is vil-blto thshrholdr plintiff from thdfndnt nd witnsss durintril.

Shareholders'rights in corporate governance Thxtnt of shrholdr ovrnncindx msurs shrholdrs'rihts in corportovrnncbdistinuishin3 dimnsions of ood ovrnnc:

13 Extent of shareholder rights index For ch componnt of thxtnt of shrholdr rihts indx, scorof 0 is ssind

Extent of shareholder governance index The extent of shareholder governance index is the sum of the extent of shareholder rights index,

Higher values indicate stronger rights of shareholders in corporate governance. Strength of minority investor protection index The strength of minority investor protection index is the average of the extent of conflict of interest regulation index and the extent of shareholder governance index.

The index ranges from 0 to 10, rounded to the nearest decimal place, with higher values indicating stronger minority investor protections.

The extent of shareholder governance index was introduced in Doing Business 2015. PAYING TAXES Doing Business records the taxes

United Kingdomf 8 0e Protecting minority investors Extent of conflict of interest regulation index (0 10) No economy has attained the frontier yet. 10 0e Extent of shareholder governance

protecting minority investors 100 80 60 40 200 Procedures (number) Distance to frontier score for extent of shareholder governance index Extent of shareholder governance index