Remote Voting, Investor Monitoring, and Corporate Transparency

  • Author
  • Luis Antonio Gioia Ettore
  • Co-authors
  • Lucas Barros
  • Abstract
  • Using the adoption of the remote voting in Brazil as a quasi-experiment setting, we study the impact of a cost reduction shock on minority shareholder engagement, board independence and corporate transparency. We use this setting to establish a causal effect between foreign institutional investors and their portfolio firms' governance. The adoption increased by 8 p.p. the voting turnout at general meetings, representing more than 10% of the pre-adoption average. Foreign investors are the main remote voting users, reaching nearly 99% of the mechanism usage. Over 60% of them are US-based investors. We find that foreign institutional investors vote more, increase their holdings, and are less likely to support incumbent directors. There was a considerable increase in dissident voting amongst international shareholders. The main reasons for foreign dissident voting are poor disclosure and lack of board independence. The companies’ ownership holding of foreign main voters increased by 1 p.p. during the first year of implementation. The remote voting was able to enhance by over 4 p.p. the percentage of independent directors. There was also a relevant increase in the installation of monitoring bodies, especially the ones unsubordinated to the board. Finally, the implementation allowed companies to produce and disclose more extensive voting-related reports regarding their content, utility, comprehensibility, and size.

  • Keywords
  • corporate governance, shareholder activism, minority institutional investors, remote voting, corporate transparency
  • Modality
  • Comunicação oral
  • Subject Area
  • Finanças Corporativas e Bancárias (Corporate Finance and Banking)
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  • Apreçamento de Ativos (Asset Pricing)
  • Finanças Corporativas e Bancárias (Corporate Finance and Banking)
  • Econometria Financeira (Financial Econometrics)
  • Engenharia Financeira (Financial Engineering)
  • Macrofinanças (Macrofinance)