Shareholder Activism and the Law

Shareholder Activism and the Law
Author: Ekrem Solak
Publisher: Routledge
Total Pages: 237
Release: 2020-05-04
Genre: Law
ISBN: 1000069745

Download Shareholder Activism and the Law Book in PDF, Epub and Kindle

This book provides a complete framework for contemporary shareholder activism and its implications for US corporate governance, which is based on director primacy theory. Under director primacy theory, shareholders do not wish to be involved in the management of the company; in the rare event that they wish to be involved, it is considered a transfer of power from the board of directors to shareholders, which in turn reduces the efficiency of centralised decision-making in public companies. However, this book demonstrates that shareholders do not use their power to transfer corporate control from the board to themselves, and that some form of shareholder activism is even collaborative, which is a new paradigm for US corporate governance. This book shows that while monitoring remains a key contribution of shareholders, they also bring new informational inputs to corporate decision-making that could not be obtained under the traditional board model. Accordingly, contemporary shareholder activism enhances the board’s decision-making and monitoring capacity, without undermining the economic value of the board's authority. Therefore, this book argues that the complete approach of contemporary shareholder activism should be accommodated into US corporate governance. In doing so, this book considers not only legal and regulatory developments in the wake of the 2007–2008 financial crisis, but also the governance developments through by-law amendments. Furthermore, the author makes several recommendations to soften the current director primacy model: establishing a level playing field for private ordering, adopting the proxy access default regime, the majority voting rule, the universal proxy rules, and enhancing the disclosure requirements of shareholders. The book will be of interest to academics and students of corporate governance, both in the US and internationally.

A Report on Corporate Governance and Shareholder Activism

A Report on Corporate Governance and Shareholder Activism
Author: James R. Copland
Publisher:
Total Pages: 30
Release: 2015
Genre: Corporate governance
ISBN:

Download A Report on Corporate Governance and Shareholder Activism Book in PDF, Epub and Kindle

In the last two decades, shareholders have gained power relative to corporate boards. One way shareholders exert influence over corporations is by introducing proposals that appear on corporate proxy ballots. In 2015, shareholders were both more active and more successful in these efforts. The number of shareholder proposals is up. The Securities and Exchange Commission has been more lenient in allowing shareholder proposals on the ballot. A small group of shareholders dominates the shareholder-proposal process. A plurality of shareholder proposals involve corporate-governance issues. The percentage of shareholder proposals receiving majority shareholder support is up. Public-pension fund shareholder-proposal activism is associated with lower stock returns. Social-issue-focused shareholder proposal activism helps explain a negative share-value effect associated with public-pension fund ownership. Shareholder votes supporting 2015 proxy-access proposals are associated with a negative stockprice reaction.

The Foundations and Anatomy of Shareholder Activism

The Foundations and Anatomy of Shareholder Activism
Author: Iris H-Y Chiu
Publisher: Bloomsbury Publishing
Total Pages: 204
Release: 2010-10-12
Genre: Law
ISBN: 1847316042

Download The Foundations and Anatomy of Shareholder Activism Book in PDF, Epub and Kindle

The Foundations and Anatomy of Shareholder Activism examines the landscape of contemporary shareholder activism in the UK. The book focuses on minority shareholder activism in publicly listed companies. It argues that contemporary shareholder activism in the UK is dominated by two groups; one, the institutional shareholders whose shareholder activism is largely seen as a driving force for good corporate governance, and two, the hedge funds whose shareholder activism is based on value extraction and exit. The book provides a detailed examination of both types of shareholder activism, and discusses critically the nature of, motivations for and consequences following both types of shareholder activism. The book then locates both types of shareholder activism in the theory of the company and the fabric of company law, and argues that institutional shareholder activism based on exercising a voice at general meetings is well supported in theory and law. The call for institutions to engage in more informal forms of activism in the name of 'stewardship' may bring about challenges to the current patterns of activism that institutions engage in. The book argues, however, that a more cautious view of hedge fund activism and the pattern of value extraction and exit should be taken. More empirical evidence is likely to be necessary, however, to weigh up the long terms benefits and costs of hedge fund activism.

Activist Shareholders in Corporate Governance

Activist Shareholders in Corporate Governance
Author: Tim Bowley
Publisher: Bloomsbury Publishing
Total Pages: 243
Release: 2023-01-12
Genre: Business & Economics
ISBN: 1509952241

Download Activist Shareholders in Corporate Governance Book in PDF, Epub and Kindle

This book explores the regulatory challenges of public company shareholder activism. Around the world, policy makers, practitioners and academics debate how best to regulate shareholder activism. Using Australia as a case study, the book examines key issues raised by this debate. With a market structure and legal settings that are conducive to activism, Australia makes an ideal case study and provides a fresh comparative perspective on the regulatory debate about shareholder activism, which tends to be dominated by US-focused analysis and commentary. The book presents empirical evidence which reveals that Australian activism is a significant and multifaceted phenomenon, undertaken by different types of activists pursuing varying strategies and supported by a range of complementary market developments. The book uses this evidence to develop comparative insights and explore internationally topical issues, including: - activists' willingness to use interventionist governance rights; - the role of intermediaries such as proxy advisers in facilitating activism; - institutional investor stewardship; and - the risks of collective shareholder activism. This book provides an important comparative perspective on the topic of shareholder activism. It is an essential resource for policy makers, practitioners and academics interested in the regulatory implications of shareholder activism.

Shareholder-driven Corporate Governance

Shareholder-driven Corporate Governance
Author: Anita Indira Anand
Publisher: Oxford University Press
Total Pages: 187
Release: 2020-02-01
Genre: Law
ISBN: 0190096551

Download Shareholder-driven Corporate Governance Book in PDF, Epub and Kindle

How effectively can governing mechanisms forged before the surge of activist investment continue to protect shareholders and efficiently order capital markets? This is a pressing question for scholars and practitioners of corporate law, as well as for market participants generally. In order to illuminate the extent to which the growing trend of shareholder activism calls for a new understanding of the kind of shareholder-corporate relations the law should facilitate, this book introduces the concept of shareholder-driven corporate governance. This concept refers to the evident phenomenon of shareholder involvement in corporate governance and offers a normative endorsement of this development. In order to secure the benefits of investors' increasing involvement in corporate affairs, regulatory regimes must grapple with a number of considerations. This book is based on the idea that shareholder corporate governance is a welcome development, but that it does not come without regulatory challenges. For one, it requires rejecting the idea that well-ordered capital markets can be achieved through corporate law which is subservient to private ordering. The mandatory character of, for example, securities regulation is vital to fostering shareholder involvement in corporate affairs. Defenders of shareholder corporate governance must also confront the matter of "wolf packs," or loosely formed bands of investors who defy existing regulatory categories but nonetheless exert collective influence. Regulation that is sensitive to both the inadequacies of past approaches to corporate-shareholder relations and the novel challenges posed by increasing shareholder activism will be able to harness activism, allowing capital markets to flourish.

Shareholder Activism

Shareholder Activism
Author: H. Rho
Publisher: Springer
Total Pages: 183
Release: 2006-12-06
Genre: Business & Economics
ISBN: 0230625827

Download Shareholder Activism Book in PDF, Epub and Kindle

Shareholder activism in Korea, led by a civil society organization, has been commended by Western economists. How could activism led by such an organization grow and thrive to become the success story of corporate governance reform in developing countries? This book examines this phenomenon using social movement theory to explain.

Shareholder Activism Handbook

Shareholder Activism Handbook
Author: Jay W. Eisenhofer
Publisher: Wolters Kluwer
Total Pages: 1458
Release: 2005-01-01
Genre: Business & Economics
ISBN: 0735557004

Download Shareholder Activism Handbook Book in PDF, Epub and Kindle

Shareholder Activism Handbook is the single most comprehensive guide on all matters relating to enforcing shareholders' rights. As shareholder activism becomes a more integral part of investing, the law continues to respond accordingly. Legislators

Shareholder-Driven Corporate Governance

Shareholder-Driven Corporate Governance
Author: Anita Anand
Publisher: Oxford University Press, USA
Total Pages: 187
Release: 2020
Genre: Business & Economics
ISBN: 0190096535

Download Shareholder-Driven Corporate Governance Book in PDF, Epub and Kindle

"This is a book about the ways in which capital markets have come to be shaped by the ubiquity of sophisticated investors. In particular, the majority of today's investors have the economic might and technical capacity to play a role in the decision-making of the corporations in which they invest. This brings with it a host of benefits, such as better corporate strategy and mechanisms to ameliorate the moral hazard that can exist when the people who bear the risk of corporate activity are different than those who make decisions. It also poses regulatory challenges, and a key element of this book is an examination of the ways in which our thinking about corporations and capital markets must change to reflect the prevalence of sophisticated shareholders"--

Corporate Governance and Shareholder's Activism as a Tool for Protection of Shareholders' Interest

Corporate Governance and Shareholder's Activism as a Tool for Protection of Shareholders' Interest
Author: Dr. Manoj Kumar Sharma
Publisher:
Total Pages: 0
Release: 2022
Genre:
ISBN:

Download Corporate Governance and Shareholder's Activism as a Tool for Protection of Shareholders' Interest Book in PDF, Epub and Kindle

Company is a separate legal entity which has an individual legal existence from its members. In current times, the growth in industrial sector is led by corporate sector. In such a scenario, company, as a business entity, has become a popular form of business model wherein large numbers of persons contribute funds and join hands for a common objective. Contributor of funds i.e. shareholders may or may not be directly involved in the running of the business and decisions may be taken at his back by others subverting the interest of the shareholders. Hence, the protection of shareholder interests assumes importance especially when they are not involved in the day to day running of business activities of the entity. The level of protection available to shareholders is dependent upon the nature of company i.e. whether it is a public company or a private company. In case of private company, since lesser number of persons are involved and they are generally known to each other, the level of protection required is relatively less than the level of protection required in case of a public company where the shareholders come from various stratas of society, unknown to each other and they hardly participate in the day to day running of the business entity. The concept of shareholders' protection is no doubt applicable for all the companies but at the same time special protection is required in case of the public companies. The main aim of investment by a shareholder is to earn handsome returns on the invested amount. But many a times the promoters take undue benefits from the company and the investors/ shareholders are left empty handed. In India, the stock market is one of the easiest means of raising share capital for a company. In early 80's many private companies got themselves converted into public companies and raised million of rupees from the market. The innocent public was invited to invest their sweat earned money in the companies by alluring them good return in the form of dividends with ad-on benefits of the product booking. The invitation to public for investing in the shares of company was the first step by which the public interest was eventually welcomed by the companies. In early days the companies paid the good amount of dividend on shares but gradually, the promoters started making personal profits by taking hefty salaries, living lavish life on the cost of company and ignored the interest of minority shareholders. Especially in case of public companies, a small shareholder is not involved in daily activities. He is dependent on some other persons and authorities for the protection of his stake. These may include the governmental agencies and the persons appointed under the law. Towards this end, various provisions have been made in the Companies Act, 2013 including provisions for the office of directors for small shareholders, independent directors, directors, auditors, annual reporting, details of unpaid dividend amount on the website of the company, financial statements of the company etc. Various rights are conferred on shareholders to see whether the amount invested by them is utilised for the objects of the company. In this paper, an attempt has been made to explore statutory provisions incorporating good corporate governance practices and to analyse the role of good corporate governance practices and shareholders' activism as a tool for protection of shareholders' interest. The paper has been discussed under the following rubrics:• Corporate Governance• Corporate Governance in India and Companies Act, 2013• Shareholders' Activism • Concluding Observations Final version of paper is available at Taxmann. The citation is [2020] 119 taxmann.com 262 (Article).