Voice-Exit Mechanism and Corporate Governance
- 1 Adam Smith Business School, University of Glasgow, Glasgow, UK
- 2 School of Economy and Management, Anqing Normal University, Anqing, China
Abstract
The voice-exit mechanism is a critical area of research due to its significant implications for corporate decision-making accountability and transparency. A thorough understanding of the advantages and disadvantages of this mechanism can lead to the development of more effective strategies to improve corporate governance and increase shareholder value. Academic and business literature have thoroughly debated and analysed the notions of voice and exit mechanisms in corporate governance. Conventional approaches to corporate governance have depended on exit mechanisms to hold management ac count able for its actions, such as shareholder activism or selling shares. On the other hand, recent research has emphasised the importance of voice channels, such as conversations with management and exercising voting rights, as practical methods of enhancing corporate governance. Additionally, with recent developments in the asset management industry’s size and organisational structure, where “keeping” and “selling” stocks are frequently mutually inclusive rather than exclusive, the corporate governance function of capital mar kets is now increasingly through share transactions. Because new realities must be adequately analysed and included in corporate governance codes of conduct, the single voice and exit paradigm must be abandoned in such situations in favour of alternative frameworks that adapt to these realities. The investigation of the voice-exit mechanism and corporate governance is signifi cant as it explores the methods through which shareholders can manifest their dissatisfaction with a company’s performance regarding corporate governance. This paper’s study background and methodology depend on a literature survey, a comparative analysis of academic research, and expert opinion on corporate governance procedures. They conclude with proposals for a more balanced corporate governance approach that includes both voice and exit alternatives. By enabling stakeholders to offer helpful input to streng then corporate governance and foster a more open and responsible corporate governance culture, a more balanced or complementary voice, exit mechanisms can aid businesses in making educated decisions and enhancing performance.
- Admati, A. R., & Pfleiderer, P. (2009). The “Wall Street Walk” and Shareholder Activism: Exit as a Form of Voice. The Review of Financial Studies, 22, 2645-2685. https://doi.org/10.1093/rfs/hhp037
- Back, K., Li, T., & Ljungqvist, A. (2013). Liquidity and Governance (No. w19669). National Bureau of Economic Research. https://doi.org/10.3386/w19669
- Ballantine, H. W., Berle Jr., A. A., & Means, G. C. (1932). The Modern Corporation and Private Property. California Law Review, 21, 78-79. https://doi.org/10.2307/3475545
- Bhide, A. (1993). The Hidden Costs of Stock Market Liquidity. Journal of Financial Economics, 34, 31-51. https://doi.org/10.1016/0304-405X(93)90039-E
- Coffee, J. C. (1991). Liquidity versus Control: The Institutional Investor as Corporate Monitor. Columbia Law Review, 91, 1277-1368. https://doi.org/10.2307/1123064
- Cuñat, V., Giné, M., & Guadalupe, M. (2015). Say Pays! Shareholder Voice and Firm Performance. Review of Finance, 20, 1799-1834. https://doi.org/10.1093/rof/rfv056
- Cvijanović, D., Dasgupta, A., & Zachariadis, K. E. (2022). The Wall Street Stampede: Exit as Governance with Interacting Blockholders. Journal of Financial Economics, 144, 433-455. https://doi.org/10.1016/j.jfineco.2022.02.005
- Davis, G. F., & Kim, E. H. (2007). Business ties and Proxy Voting by Mutual Funds. Journal of Financial Economics, 85, 552-570. https://doi.org/10.1016/j.jfineco.2005.04.003
- Dow, J., & Gorton, G. (1997). Stock Market Efficiency and Economic Efficiency: Is There a Connection? The Journal of Finance, 52, 1087-1129. https://doi.org/10.1111/j.1540-6261.1997.tb02726.x
- Edmans, A. (2014). Blockholders and Corporate Governance. Annual Review of Financial Economics, 6, 23-50. https://doi.org/10.1146/annurev-financial-110613-034455
- Edmans, A., Fang, V. W., & Zur, E. (2013). The Effect of Liquidity on Governance. The Review of Financial Studies, 26, 1443-1482. https://doi.org/10.1093/rfs/hht012
- Faure-Grimaud, A., & Gromb, D. (2004). Public Trading and Private Incentives. The Review of Financial Studies, 17, 985-1014. https://doi.org/10.1093/rfs/hhh002
- Hart, O., & Zingales, L. (2017). Companies Should Maximize Shareholder Welfare Not Market Value. Journal of Law Finance and Accounting, 2, 247-275. https://doi.org/10.1561/108.00000022
- Helling, A. R., Maury, B., & Liljeblom, E. (2020). Exit as Governance: Do Blockholders Affect Corporate Innovation in Large US Firms? Accounting and Finance, 60, 1703-1725. https://doi.org/10.1111/acfi.12509