Book excerpt: Excerpt from Takeover Defenses and Shareholder Voting Why do shareholders vote for anti-takeover devices which apparently lower the value of their firm? We address this question by constructing a model in which rational, informed, and value-maximizing shareholders vote on requests for such devices made by a self-interested management with employment opportunities outside the firm. We describe conditions under which the value of the firm declines as a result of the request, although it is approved by shareholders. In our model, the apparently paradoxical voting behavior occurs because the expected takeover premium is reduced more by rejection of the request than by approval. About the Publisher Forgotten Books publishes hundreds of thousands of rare and classic books. Find more at www.forgottenbooks.com This book is a reproduction of an important historical work. Forgotten Books uses state-of-the-art technology to digitally reconstruct the work, preserving the original format whilst repairing imperfections present in the aged copy. In rare cases, an imperfection in the original, such as a blemish or missing page, may be replicated in our edition. We do, however, repair the vast majority of imperfections successfully; any imperfections that remain are intentionally left to preserve the state of such historical works.