Adverse Domination

  

More legal mumbo jumbo. This is a concept that allows shareholders and/or government agencies to bring legal action against corporate bigwigs (mainly members of the Board of Directors and C-Level execs) for wrongdoing.

If Jack & Jill are the Chairman & CEO, respectively, of publicly-traded Sherpas Unlimited, Inc. (Ticker: HIL), their fiduciary duty is to maximize profits (and, therefore, shareholder value) by executing the corporate strategy of helping clients carry their belongings to the tops of mountains. If, after a traumatic fall, they decide to no longer fulfill their duties, and knowingly hire a yodeling sherpa who consistently leads clients over the edge of mountains and into injurious situations...and HIL's stock price falls off a cliff...adverse domination would allow for Jack & Jill to be held legally liable for any financial damage done to shareholders.

Also a Fifty Shades thing but, um, we won't go there.

Related or Semi-related Video

Finance: What is Cumulative Voting?6 Views

00:00

Finance, a la shmoop. What is cumulative voting? All right people there are two

00:07

flavors of voting in the land of common stock, there's cumulative and statutory. [Two ice cream cones held next to each other]

00:12

Cumulative voting just somehow sounds cooler, doesn't it? It allows teams to [Guy points at the ice cream cone and drops it]

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join forces and pool their votes cumulatively

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for target candidates to get elected that is it allows for the disaggregation,

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$5 word there, of board members when voting. That is if a shareholder has one [5 dollar price tag appears]

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percent of the common shares outstanding of a company and cumulative voting is [Pie chart showing the small 1% holding]

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allowed and there are five candidates being elected, well that shareholder can

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vote effectively five percent of their total shares voteable for just one

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candidate. Said graphically with blood and guts it looks like this. Cumulative [Table showing shares equalling number of votes per candidate]

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voting helps the little guy to have a big presence, with only 1% of the shares [Kid sat at a shareholder meeting]

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the little guy can be felt as a 5% holder which makes you know him or her a [Kid jumping to hit a Mario coin box]

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relatively major player. It also encourages boards to rotate seats [People swapping seats in the boardroom]

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gradually, that is if there were seven seats coming up for election while that

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1% could feel like 7% which starts to get dangerous in a contentious board and [The people in the boardroom start fighting]

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company situation. You can imagine someone who only owns a small part of

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the shares outstanding could elect a whole lot of board. Yeah that'd be a [Wooden boards replace the people in suits]

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little scary. Well, score one for the little guy... [Kid laughing will an evil face]

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