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A shareholders' rights plan is a defensive strategy adopted by an organization to keep hostile takeovers at bay.
A stockholder, also called a shareholder, is a person who owns stock in a corporation. The stockholder has several rights; including the right to vote for board members, the right of receiving interest and dividends from the company, and the right of bringing a lawsuit against the corporation or the board members.
Canada. In Canada, almost all shareholders rights plans are "chewable," meaning they contain a permitted bid concept such that a bidder who is willing to conform to the requirements of a permitted bid can acquire the company by take-over bid without triggering a flip-in event.
Poison pills are provisions companies include in their stock issuances that prevent anyone from gaining a controlling stake. They usually have share ownership thresholds set that trigger the issue of more shares to stockholders for a discount or for free.
Yes, poison pills strategies allow shareholders to enjoy immediate profits when they purchase new stock at a discount. However, poison pills result in diluted stock values, so if shareholders want to maintain proportionate ownership in the company, they must buy additional stock to keep up.
Common shareholders are granted six rights: voting power, ownership, the right to transfer ownership, a claim to dividends, the right to inspect corporate documents, and the right to sue for wrongful acts. Investors should thoroughly research the corporate governance policies of the companies they invest in.
The goal of a shareholder rights plan is to force a bidder to negotiate with the target's board and not directly with the shareholders. The effects are twofold: It gives management time to find competing offers that maximize the selling price.
Its purpose is to discourage any one shareholder from acquiring a controlling amount of stock and to give the company time to consider any offer and what actions it might take to maximize shareholder value. Harvard Law School, Forum on Corporate Governance. "Renewed Interest by Public Companies in NOL Rights Plans."