Voting Requirements Research Articles

Anti-takeover provisions, managerial overconfidence, and corporate cash holdings in Korean listed firms

The management of an entity faces diverse decisions concerned with corporate operations and financing choices. Investigating various factors affecting a company’s cash holdings provides valuable insights into the decision-making processes of an organization. This study examines the effect of Anti-Takeover Provisions (ATPs), Managerial Overconfidence, and their interaction on the level of an entity’s cash holdings. Conducting a regression analysis, this study examines 3,409 firm-year observations from Korean listed entities covering 2011 to 2018. Results reveal that anti-takeover provisions positively influence an entity’s cash holdings (coefficient = 0.464, t-stat value = 7.83). Additionally, managerial overconfidence negatively affects cash holdings (coefficient = –0.140, t-stat value = –2.77). Furthermore, the interaction between anti-takeover provisions and managerial overconfidence significantly influences cash holdings (coefficient = –0.402, t-stat value = –3.46), especially in firms employing specific provisions such as supermajority vote requirements for executive dismissal (coefficient = –0.445, t-stat value = –2.73), issuance of convertible preferred stock (coefficient = –0.341, t-stat value = –1.76), and golden parachutes (coefficient = –0.715, t-stat value = –3.02). This study provides empirical evidence on how anti-takeover provisions and managerial traits influence corporate cash reserves. The study offers valuable insights for regulators, investors, and corporate management. It also emphasizes prudent cash management, urging firms, especially those with anti-takeover provisions and overconfident management, to reconsider financial policies to mitigate risks associated with aggressive decision-making.

Shareholder voting on golden parachutes: Effective governance or too little too late?

AbstractThe Dodd–Fank Act mandated shareholder votes on executive's change‐in‐control (golden parachute) payments at the time the firm is sold. We study bid premiums surrounding the introduction of the vote and find that they are lower in the post‐period. Moreover, there is a positive association between the relative size of parachute payments and premiums, particularly after the parachute vote was required. In contrast, we observe no association between premiums and parachute features questioned by many shareholders. Additionally, we find lower voting support for parachutes with features that are (i) of concern to shareholders, (ii) amended in the lead‐up to the vote and (iii) identified as problematic in proxy advisor analyst reports. However, we find little evidence that directors overseeing payments with opposition from shareholders or a leading proxy advisor are penalized with lost board seats, fewer key board committee memberships or increased shareholder opposition in subsequent director elections at other firms. Overall, our findings suggest that the parachute vote requirement is too little too late.

Remote Electronic Voting in Uncontrolled Environments: A Classifying Survey

Remote electronic voting, often called online or Internet voting, has been subject to research for the last four decades. It is regularly discussed in public debates, especially in the context of enabling voters to conveniently cast their ballot from home using their personal devices. Since these devices are not under the control of the electoral authority and could be potentially compromised, this setting is referred to as an “uncontrolled environment” for which special security assumptions have to be considered. This paper employs general election principles to derive cryptographic, technical, and organizational requirements for remote electronic voting. Based on these requirements, we have extended an existing methodology to assess online voting schemes and develop a corresponding reference attacker model to support the preparation of tailored protection profiles for different levels of elections. After presenting a broad survey of different voting schemes, we use this methodology to assess and classify those schemes comparatively by leveraging four election-specific attacker models.

A Systematic Literature Review and Meta-Analysis on Scalable Blockchain-Based Electronic Voting Systems.

Electronic voting systems must find solutions to various issues with authentication, data privacy and integrity, transparency, and verifiability. On the other hand, Blockchain technology offers an innovative solution to many of these problems. The scalability of Blockchain has arisen as a fundamental barrier to realizing the promise of this technology, especially in electronic voting. This study seeks to highlight the solutions regarding scalable Blockchain-based electronic voting systems and the issues linked with them while also attempting to foresee future developments. A systematic literature review (SLR) was used to complete the task, leading to the selection of 76 articles in the English language from 1 January 2017 to 31 March 2022 from the famous databases. This SLR was conducted to identify well-known proposals, their implementations, verification methods, various cryptographic solutions in previous research to evaluate cost and time. It also identifies performance parameters, the primary advantages and obstacles presented by different systems, and the most common approaches for Blockchain scalability. In addition, it outlines several possible research avenues for developing a scalable electronic voting system based on Blockchain technology. This research helps future research before proposing or developing any solutions to keep in mind all the voting requirements, merits, and demerits of the proposed solutions and provides further guidelines for scalable voting solutions.

Photo identification laws and perceptions of electoral fraud

Photo identification (ID) laws are often passed on the premise that they will prevent voter fraud and/or reduce perceptions of electoral fraud. The impact of ID laws on perceptions of electoral fraud remains unsettled and is complicated by widespread confusion about current voting requirements. In the 2017 Virginia election, we fielded an experiment, with an advocacy organization, evaluating the effects of the organization’s outreach campaign. We randomized which registered voters were mailed one of three informational postcards. After the election, we surveyed subjects about electoral integrity and their knowledge about election laws. We find that providing registrants with information on the state’s photo ID requirements is associated with a reduction in perceptions of fraud and increased knowledge about voting requirements.

Testimony Before the Presidential Commission on the Supreme Court of the United States

I have been asked to testify about “the Court’s role in our constitutional system,” in particular its role in resolving “major social and political issues” and proposals for reforms affecting judicial review of legislative enactments such as jurisdiction stripping, supermajority voting requirements, or congressional overrides. Recognizing that this Commission already comprises leading experts on these subjects, I will limit my comments to three discrete points that the Commission might find useful in its deliberations. I will discuss (1) the importance of different methods of constitutional interpretation to the Court’s role in our society, (2) the concept of “departmentalism,” which already exists, or can exist, within our present constitutional system, and by which the importance of the Supreme Court might be diminished, and (3) a proposal for eighteen-year, staggered term limits for Justices. The upshot of my remarks is that the current Supreme Court, if it were to follow a genuinely “originalist” approach to constitutional interpretation, is not in need of reform because on many controversial social and political questions the Constitution leaves the answers to the democratic process, and on other questions an originalist approach does not reliably lead to results that only one political party favors. Recognizing, however, that originalism might nevertheless be controversial, I suggest reinvigorating the concept of departmentalism in our political and constitutional culture. Departmentalism recognizes that the Supreme Court has the final say on interpretations of law in cases and controversies that come before it, and that its judgments in such cases are binding on the parties. The political branches need not follow the Supreme Court’s reasoning as a political rule, however, at least not until good faith requires accepting that a constitutional question has been fully settled. (And a single Supreme Court opinion does not, or ought not, settle all such questions.) Neither the argument on originalism nor departmentalism requires any affirmative action on the part of this Commission. To the extent these proposals are not satisfying, however, I also explore the possibility of imposing eighteen-year, staggered term limits on Supreme Court Justices. The National Constitution Center recently commissioned three teams — progressive, libertarian, and conservative — to draft new Constitutions for the United States. Team conservative, which I led, proposed eighteen-year, staggered term limits, as did the progressive team. Libertarian scholars have also endorsed this idea. In other words, eighteen-year, staggered term limits are a potential reform that persons of all backgrounds and political persuasions might support. The proposal would likely require a constitutional amendment, and it is hardly a perfect solution; indeed, in my view it is an unnecessary one. But it is probably the most plausible and politically achievable reform.

Design of Blockchain based e-Voting System for Vote Requirements

Voting refers to the submission of an election or an opinion on a specific matter by expressing an intention on the ballot to a certain place. The existing voting method has the burden of counting time and cost. For this reason, research has been conducted to introduce an e-voting system. However, despite the advantages of e-voting, it is not widely used due to the risk of manipulation of voting results and various requirements. Recently, in order to reduce the risk of data manipulation, research is being conducted to apply the blockchain, a technology that guarantees data integrity, to e-voting. Blockchain guarantees the integrity of data, but has a weakness in secrecy. This paper applies the critical encryption technique to the blockchain and satisfies the requirements for voting such as verifiability, anonymity, fairness, non-reusability, competence, safety, transparency, and non-ticketing. We propose a system design and implementation method. The proposed blockchain-based e-voting system provides voter anonymity by issuing a voter certificate based on a blockchain address. The e-voting election monitoring committee generates a threshold group encryption key, and the proposed blockchain-based e-voting system guarantees confidentiality by a threshold group encryption algorithm during the voting process. The voting result is encrypted through a homomorphic encryption algorithm and stored in the blockchain. Thus, the released voting results ensure safety, confidentiality, transparency, and non-vote ticketing. In addition, the proposed blockchain-based e-voting system guarantees the unity and competence of voting through the blockchain’s smart contract.

What Can Make Online Government Platforms Inclusive and Deliberative? A Reflection on Online Participatory Budgeting in Duinoord, The Hague

How can online government platforms meet principles of inclusivity and deliberation? We reflect on this question based on a recent case of online participatory budgeting in a neighborhood of The Hague, the Netherlands (Duinoord Begroot). In terms of inclusivity, our findings suggest that sending out personal invitations and setting few voting requirements can contribute to online voting rates. Furthermore, the use of few participation criteria in the initial stages of the process can enhance the diversity of gathered ideas. In terms of deliberation, we discuss how the structure of an online platform may ‘nudge’ citizens towards deliberation. The results indicate that while the platform generated an equal distribution of arguments in favor of and against proposals, it did not engage citizens en masse in online discussions. We suggest that building incentives and feedback loops into the platform could address this limitation.

The Lost Tradition of Economic Equality in America, 1600–1870 by Daniel R. Mandell

Reviewed by: The Lost Tradition of Economic Equality in America, 1600–1870 by Daniel R. Mandell John Majewski (bio) Keywords Inequality, Economic equality, Capitalism, Egalitarianism The Lost Tradition of Economic Equality in America, 1600–1870. By Daniel R. Mandell. (Baltimore: Johns Hopkins University Press, 2020. Pp. 314. Cloth, $49.95.) Historians seeking to more explicitly link the past to current economic and political debates can choose between two basic strategies. One strategy—which the 1619 Project used to such great effect—is to expose [End Page 681] the injustices of the past and trace their impact to the present. The other strategy—which Daniel R. Mandell employs in this thought-provoking synthesis—is to recover ideas and movements from the past that can inspire change and reform in the present. Mandell argues that from its colonial origins, a series of thinkers and activists believed that economic equality—whether achieved through universal education, land reform, or government regulation of market activity—was an important value that profoundly influenced government policy. Mandell seamlessly analyzes a number of different egalitarian traditions with nuance and sophistication. He begins in early modern England, where groups such as the Levelers called for the end of great estates and the redistribution of property. Powerful landlords violently crushed the Levelers, but echoes of the movement survived in a republican commonwealth tradition that that linked economic inequality with political inequality and corruption. That tradition took root in colonial North America, where far higher percentage of households owned land. North American Indians—often portrayed in Enlightenment discourse as noble savages— came to symbolize full economic and social equality. As inequality grew in the second half of the eighteenth century, a revolutionary tradition developed that linked economic inequality with British corruption and aristocracy that influenced the anti-Federalists as well as the opponents of Hamiltonian economic policies. Mandell proceeds to show how diff erent movements in the early republic grappled with inequality through the expansion of schooling, the removal of property requirements for voting, and the rise of workingmen parties that supported higher pay for journeymen workers and a ten-hour work day. While these reform movements achieved some significant political successes, they did not halt the advance of capitalism. The movement to expand education, which received strong support from farmers and workers, often resulted in a curriculum that tacitly endorsed inequality and social hierarchies. Political reformers successfully eliminated property requirements in a number of states, but universal white male suffrage did little to remove the influence of the wealthy and well connected. The workingmen parties sometimes put forth socialist ideas, but the Democratic Party successfully incorporated their attacks on wealth and privilege without “fundamental restructuring of the American economy” (119). In the aftermath of financial panics and economic depression in the late 1830s and early 1840s, more radical critiques found significant traction. [End Page 682] Some focused on developing communal alternatives to capitalism. Albert Brisbane found initial success in organizing cooperative communities founded on the ideas of the French socialists Charles Fourier. The communal enterprises ultimately failed, but managed to attract significant support from political and intellectual elites such as Horace Greeley, giving hope that a message of cooperation over competition might find traction. Founded in 1844, the National Reform Association (NRA) fused land reform, anti-rent rhetoric, and support for a ten-hour workday to put forward a political platform explicitly critical of great concentrations of wealth. The NRA could not find political traction as an independent movement, but its central idea that all government land should become free and open to ordinary farm families eventually found a home in the Republican Party. The failure to redistribute land to formerly enslaved families during Reconstruction marked the limits of the land reform movement. Liberal conceptions of private property triumphed throughout the Gilded Age. Mandell successfully demonstrates that a number of vibrant egalitarian traditions offered important critiques of economic inequality in the eighteenth and nineteenth centuries. The book represents a deep engagement with a broad array of thinkers, all of whom are put into specific political, cultural, and social contexts. Specialists and researchers will find Man-dell’s sophisticated and insightful analysis deeply engaging, yet the book’s writing is so...

Digital technologies in the electoral process: theoretical aspects of compliance with democratic standards

The article is devoted to the study of the acceptability of the introduction of digital technologies in the electoral process and their compliance with democratic standards.It is indicated, that the Recommendation CM / Rec (2017) revised the problematic aspects of the legal regulation of electoral technologies in accordance with the current stage of development of science and information technology and today remains virtually the only agreed act, containing requirements for electronic voting. The most common digital technologies in the election process are highlighted: devices for direct recording of electronic voting without a paper ballot form; means of scanning the ballot; technical mechanisms for speeding up the counting of votes; online voting system via a computer or mobile device with Internet access; a device for voter identification online or at a polling station (including by recording fingerprints or the retina). The following essential principles of this method of election are summarized: clarity of procedure, reliability, stability of electoral legislation and broad public support.The authors highlight the following advantages of the electronic election system - the presence of a coordinated, verified, labile voter register; increases administrative efficiency; reduces long-term costs of financial and labor resources; eliminates the possibility of manipulation; speeds up the counting of votes; improves political transparency; overcomes the problems of ignorance of the electorate.The article proves that elections, referendums or other forms of democracy, conducted using digital technologies, must meet the requirements and general principles of suffrage. Legitimation of digital technologies is possible only in the absence of discriminatory advantages. Therefore, the possibility of using digital technologies is possible in the case of organizing the technical perfection of the electronic voting system and counting of votes, as well as their alternatives, along with the classic form of voting

Lender Forbearance

AbstractWe use a threshold-based design to study ex post discretion in lenders’ contractual enforcement of covenant violations. At preset thresholds, lenders enforce contractual breaches only infrequently, but this enforcement is associated with material consequences (e.g., fees and renegotiations). Enforcement varies significantly over time and peaks when credit conditions are tightest, indicating that enforcement is procyclical. Costly coordination reduces enforcement: Syndicates with ex ante restrictive voting requirements enforce at lower rates. Consistent with theories of lender competition and implicit contracting, enforcement rates are lower for borrowers with access to alternative sources of financing and well-reputed lead arrangers.

Clientelism and distributive politics in Australia: comparing partisan pork barrel with contingency-based vote-buying

Clientelism’s traditional direct, contingency-based system of patrons using private finance to pursue vote-buying continues to be of significance in countries around the world. However, the rise of secret ballots, civil service protocols for public employment, and fiscal restrictions have all limited its efficacy as a tool of electoral influence, especially in modern, advanced democracies. This has promoted new, indirect variants of clientelism, in which state resources are provided to contractors in return for the finances necessary to buy votes and affect voter mobilization. Ultimately, despite these new formulations, clientelism remains premised on contingent exchanges of benefits that require monitoring and enforcement for their efficacy. These requirements have fuelled an increasing reliance on pork barrel politics and the distribution of state resources as a way to influence votes without the need for clientelism’s system of contingency-based transfers and monitoring. This paper examines distributive politics in Australia’s party-based parliamentary system and its unique compulsory voting requirement as a way to compare the strategic advantages and disadvantages of partisan pork barrel as an alternative to clientelism’s contingency-based distributive logic. Because Australia’s ruling party controls executive power and has discretion over the distribution of public funds, there are significant incentives to use the public purse for maximum electoral effect, though the possibility of scandal from charges of bias and malfeasance, as with clientelism, remains a threat. The assumptions of the clientelist and pork barrel models are compared in the context of two Australian pork barrel programs: 1993 Labor sports grants; and 2004 Liberal-National Regional Partnerships Program grants.

Implementing voter ID: lessons from Missouri, USA

ABSTRACTMany states have adopted laws requiring voters to present photo identification on Election Day. How are these laws implemented in a highly decentralized system of election administration? We report on a study of photo ID implementation in Missouri, focusing on the number of voters who check in at a polling place without photo identification during local and special elections held under the new law. These elections serve as early tests of the photo ID law and offer support for some hypotheses derived from implementation theory. We find evidence of uneven implementation of the photo ID requirement in Missouri. Local jurisdictions using electronic poll books checked in a much larger volume of voters without photo ID than jurisdictions using traditional paper poll books. Interviews with local officials suggest that voter and poll worker behaviour contribute to this pattern. Furthermore, other features, particularly jurisdiction size and the administrative and partisan structure of local officials, are associated with the number of voters who check in without photo identification. Therefore, the use of electronic poll books might overstate the number of voters lacking photo identification. In a decentralized system of election administration, it can be challenging to uniformly implement new voting requirements.

What's the Deal with Revlon?

Under the Revlon doctrine, courts are to apply a higher level of scrutiny in certain takeover situations in an attempt to control potential conflicts of interest that might prejudice target shareholders. However, the doctrine has always had sufficient “play in the joints” that one might reasonably wonder whether it has much of an effect in practice on short-term shareholder returns. Additionally, in recent years, the trend in Delaware’s Revlon jurisprudence seems to be to defer to the target board as long as there are no glaring conflicts of interest. Taken together, these facts raise concern over the continued relevance of the Revlon doctrine. It turns out this concern is justified. In this article, I present evidence that Revlon has a significant effect on the type of sales process that target boards adopt – when in Revlon mode, they pursue active market checks with greater frequency, engage with more potential bidders and receive more bids. However, this difference in process has no discernible effect on shareholder returns, whether measured as abnormal market returns upon deal announcement or deal premia. And yet, there is still evidence, in this study and others, that conflicts of interest abound. In other words, the modern incarnation of Revlon no long appears up to the task for which it was intended. Consequently, I argue that that courts should re-orient the doctrine around a robust review of the types of conflicts of interest that might actually harm target shareholders. Additionally, if as the Delaware Supreme Court has indicated, target shareholders might ratify the types of problems Revlon was intended to address through the mandatory statutory merger vote requirement, it will be necessary to adopt additional securities disclosure rules to provide shareholders with sufficient information to make an informed ratification decision.

Signaling the Turn: The Supermajority Requirement and Judicial Power on the Constitutional Court of Korea

In South Korea, a vote of at least six justices (out of nine) is required for the Constitutional Court (CCK) to declare a law unconstitutional. This supermajority requirement can lead to the odd situation in which a law stands despite a majority of five justices ruling it unconstitutional. In almost every other high court in the world, rulings of unconstitutionality of legislation are based on a simple majority. While one of the original rationales for the heightened voting requirement on the CCK was to curtail the power of the Court, this Article argues that it has had the unintended consequence of opening up other avenues of influence and power projection for the Court. In particular, the supermajority requirement has expanded the judicial signaling powers of the CCK, allowing the Court to directly and indirectly communicate and telegraph to lower courts, political actors, and the general public the direction of its jurisprudence. This has, in turn, strengthened the CCK’s authority and democratic legitimacy by muting accusations of judicial activism and encouraging a more gradual and incremental approach by the CCK to some of the most important and controversial social and political issues facing the country. This Article presents an original dataset of the CCK’s 4:5 decisions and examines a case study of the CCK’s adultery law jurisprudence, which illustrates the evolution of the Court’s view on the controversial law in South Korea and how the supermajority requirement allowed the CCK to gradually move towards the decriminalization of adultery in the country in line with changing social and legal norms.

Voter ID Laws and Voter Turnout

In recent years, many states have enacted laws imposing strict identification requirements for voting. Proponents contend such laws are necessary to prevent voter fraud while opponents claim the laws disenfranchise legitimate voters, particularly black and Hispanic voters. This paper uses data from 2000 to 2014 federal elections to examine whether these new identification laws reduce voter turnout, either overall or among minority groups. The results provide no evidence that strict identification laws affect overall turnout or black turnout. However, the results do indicate a small reduction in Hispanic turnout, but this effect is statistically significant only if state fixed effects are not included in the estimation.

The Effect of Shareholder Voting Requirements on Method of Payment and Performance Outcomes in Acquisitions

We examine the initial implementation of a shareholder voting rule to identify the associated costs and benefits of shareholder approval in particular acquisitions. We find firms alter the structure of their acquisitions to avoid shareholder voting. Additional analysis suggests firms use seasoned equity offerings as a mechanism to avoid shareholder voting. We examine the performance of acquisitions following the enactment of the shareholder voting rule and find no evidence of higher short- or long-run market returns for acquisitions requiring a stockholder vote. This suggests shareholder voting adds additional costs, but no discernable benefits, to acquiring firm shareholders.

California's Efforts To Cover The Uninsured: Successes, Building Blocks, And Challenges.

During the last century, California policy makers tried multiple approaches to achieve the goal of affordable health coverage for all: employer and individual requirements, single payer, and hybrids. All failed, primarily because of the amount of financing needed to cover the large numbers of uninsured Californians and the supermajority vote requirements for tax increases. These failures, however, provided important lessons for state and national reform efforts. More immediate success was achieved with incremental reforms, such as child health insurance, Medicaid section 1115 waivers, and the creation of purchasing pools. These reforms, as well as the experience derived from the broader coverage expansion efforts, contributed to the intellectual and policy frameworks that underlay major national reforms and created building blocks for the state's successful implementation of the Affordable Care Act. That act allowed California to meet its greatest need: the financing required to make a truly sizable dent in the numbers of uninsured Californians.

Appeasement and compromise under a referendum threat

Standard legislative bargaining models assume that an agreed-upon allocation is final, whereas in practice there exist mechanisms for challenging passed legislation when there is lack of sufficient consensus. Such mechanisms include popular vote requirements following insufficient majorities in the legislature. This paper analyzes a one-period legislative bargaining game whose outcome can be challenged through a referendum. I study the effects of this institution on the bills passed in the legislature and analyze the incentives it provides for reaching legislative deals. The proposer party’s trade-off between a larger winning prize and a more threatening opponent in the referendum summarizes the bargaining problem. The results indicate that measures of post-bargaining power do not necessarily translate into higher equilibrium payoffs and that the equilibrium bill may include no concessions from the majority to the minority party. Moreover, caps on campaign spending may incentivize a costly referendum over unanimity in the legislature. These results carry policy implications for regulating various forms of post-bargaining power, such as campaign finance laws for referenda.

Defensive Tactics and Optimal Search: A Simulation Approach

The appropriate division of authority between a company’s board and its shareholders has been the central issue in the corporate governance debate for decades. This issue presents most vividly for defensive tactics: the extent to which the board of a potential acquisition target is allowed to prevent the shareholders from responding directly to a hostile bid. In the US today, the board’s power is extensive; control largely lies with the board. Normative evaluations of current law face two obstacles. First, defensive tactics raise the social welfare question whether, or to what extent, these tactics deter ex ante efficient takeovers. This question cannot be answered empirically because the econometrician can observe bids but cannot observe deterred bids. The social welfare issue is also difficult to resolve using current analytical techniques because the market for corporate control is unusually complex: in it, financial and strategic buyers search for mismanaged companies or synergy targets; and some synergy targets search for acquirers. Turning to targets, the question which defensive tactics level maximizes shareholder welfare also is difficult to answer because of the qualitative nature of defensive tactics: Is a poison pill more or less privately efficient than a staggered board? What are the welfare consequences of combining a pill with a staggered board or a supermajority voting requirement? In this paper, we write a search equilibrium model of the market for corporate control and solve it by simulating plausible parameters for the variables of interest. Because we specify the number of ex ante efficient acquisitions that could be made, we can estimate market efficiency – the ratio of made matches to good matches – under legal regimes that are more or less friendly to defensive tactics. Also, we argue that the common metric among defensive tactics is time: the ability of various tactics to delay bid completion and thus reduce bidder, and thereby increase target, returns. We have two important results: First, strong defensive tactics reduce market efficiency significantly. Our simulations suggest that approximately a $100 billion in deal value is lost each year in consequence of these tactics. Simulations are only suggestive and our simulated model likely overstates the welfare loss. Nevertheless, the result that defensive tactics cause economically significant welfare losses would stand even if our magnitude estimate is halved. Second, the defensive tactics level that maximizes target shareholder welfare is materially higher than the level that maximizes social welfare. These results also support a methodological claim: equilibrium analysis can illuminate regulatory issues regarding the market for corporate control.