The article explores how shareholders in public companies elect and control directors to prevent capital misuse. It shows that corporate elections can lead to bad outcomes when inefficient shareholders gain control due to private benefits. To improve results, limiting directors' powers and increasing accountability to shareholders is crucial. Straight voting is better than cumulative voting. Shareholders have different rights in different countries due to information imbalances. Investor protection motivates directors to work harder and helps shareholders save on directors' pay, leading to more frequent director changes.