How Are U.S. Family Firms Controlled?

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Management Papers
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Business Administration, Management, and Operations
Entrepreneurial and Small Business Operations
Finance and Financial Management
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Villalonga, Belén
Amit, Raphael H
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In large U.S. corporations, founding families are the only blockholders whose control rights on average exceed their cash-flow rights. We analyze how they achieve this wedge, and at what cost. Indirect ownership through trusts, foundations, limited partnerships, and other corporations is prevalent but rarely creates a wedge (a pyramid). The primary sources of the wedge are dual-class stock, disproportionate board representation, and voting agreements. Each control-enhancing mechanism has a different impact on value. Our findings suggest that the potential agency conflict between large shareholders and public shareholders in the United States is as relevant as elsewhere in the world.

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2009-08-01
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The Review of Financial Studies
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