Ultimate ownership and takeover defences in Spain

Abstract

The objective of this paper focuses on analysing the impact that the ownership in the hands of ultimate owner and the degree of divergence between his/her voting and cash flow rights exercise on the takeover defences. The study was undertaken on a sample of non-financial Spanish listed firms in the period from 1999 to 2007, and based on the defence measures set out in their company by-laws. The results show that the level of cash flow rights of the ultimate owner is seen to be an element that determines the relationship between the costs and benefits that the adoption of defence measures in the by-laws entail for those shareholders because it has a negative influence on defence. The results also indicate that the divergence between the ultimate owner's voting and cash flow rights has a negative influence on the level of defence.