Shareholder Activism And The Law

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Shareholder Activism and the Law

Author : Ekrem Solak
Publisher : Routledge
ISBN 13 : 1000069745
Total Pages : 237 pages
Book Rating : 4.0/5 ( download)

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Book Synopsis Shareholder Activism and the Law by : Ekrem Solak

Download or read book Shareholder Activism and the Law written by Ekrem Solak and published by Routledge. This book was released on 2020-05-04 with total page 237 pages. Available in PDF, EPUB and Kindle. Book excerpt: 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.

The Foundations and Anatomy of Shareholder Activism

Author : Iris H-Y Chiu
Publisher : Bloomsbury Publishing
ISBN 13 : 1847316042
Total Pages : 204 pages
Book Rating : 4.8/5 (473 download)

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Book Synopsis The Foundations and Anatomy of Shareholder Activism by : Iris H-Y Chiu

Download or read book The Foundations and Anatomy of Shareholder Activism written by Iris H-Y Chiu and published by Bloomsbury Publishing. This book was released on 2010-10-12 with total page 204 pages. Available in PDF, EPUB and Kindle. Book excerpt: 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.

Shareholder Activism Handbook

Author : Jay W. Eisenhofer
Publisher : Wolters Kluwer
ISBN 13 : 0735557004
Total Pages : 1458 pages
Book Rating : 4.7/5 (355 download)

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Book Synopsis Shareholder Activism Handbook by : Jay W. Eisenhofer

Download or read book Shareholder Activism Handbook written by Jay W. Eisenhofer and published by Wolters Kluwer. This book was released on 2005-01-01 with total page 1458 pages. Available in PDF, EPUB and Kindle. Book excerpt: 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 Democracy

Author : Lisa M. Fairfax
Publisher :
ISBN 13 : 9781594609190
Total Pages : 0 pages
Book Rating : 4.6/5 (91 download)

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Book Synopsis Shareholder Democracy by : Lisa M. Fairfax

Download or read book Shareholder Democracy written by Lisa M. Fairfax and published by . This book was released on 2011 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: This book offers a succinct, practical guide for understanding what some have referred to as shareholder democracy--efforts to facilitate and increase shareholder voting power within the corporation. In the past few years there has been a surge in shareholder activism that has had a profound impact on the corporation. Shareholders and other activists have sought to increase shareholders' voting power within the corporation based largely on the belief that increasing shareholder power will increase director and officer accountability, thereby helping to curb corporate misconduct and improve corporate performance. However, there is intense debate regarding whether increased shareholder power can achieve such objectives and whether increased shareholder power will negatively impact the corporation. This book is the first to provide a concise, but comprehensive look at the various ways in which shareholders have sought to enhance their voting power and influence within the corporation. In addition to examining shareholder activism, this book highlights and analyzes the debate regarding the propriety of increased shareholder power. This book also analyzes the impact of recent developments aimed at facilitating shareholder power such as majority voting, say on pay, and proxy access. This book will serve as a useful tool not only for those who desire a straight-forward analysis of shareholder rights and activism, but also for those seeking a reference guide on an issue of growing importance to corporate law and corporate governance.

Hedge Fund Activism

Author : Alon Brav
Publisher : Now Publishers Inc
ISBN 13 : 1601983387
Total Pages : 76 pages
Book Rating : 4.6/5 (19 download)

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Book Synopsis Hedge Fund Activism by : Alon Brav

Download or read book Hedge Fund Activism written by Alon Brav and published by Now Publishers Inc. This book was released on 2010 with total page 76 pages. Available in PDF, EPUB and Kindle. Book excerpt: Hedge Fund Activism begins with a brief outline of the research literature and describes datasets on hedge fund activism.

The Oxford Handbook of Corporate Law and Governance

Author : Jeffrey Neil Gordon
Publisher : Oxford University Press
ISBN 13 : 0198743688
Total Pages : 1217 pages
Book Rating : 4.1/5 (987 download)

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Book Synopsis The Oxford Handbook of Corporate Law and Governance by : Jeffrey Neil Gordon

Download or read book The Oxford Handbook of Corporate Law and Governance written by Jeffrey Neil Gordon and published by Oxford University Press. This book was released on 2018 with total page 1217 pages. Available in PDF, EPUB and Kindle. Book excerpt: Corporate law and governance are at the forefront of regulatory activities worldwide, and subject to increasing public attention in the wake of the Global Financial Crisis. Comprehensively referencing the key debates, the Handbook provides a much-needed framework for understanding the aims and methods of legal research in the field.

Grow the Pie

Author : Alex Edmans
Publisher : Cambridge University Press
ISBN 13 : 1009062719
Total Pages : 541 pages
Book Rating : 4.0/5 (9 download)

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Book Synopsis Grow the Pie by : Alex Edmans

Download or read book Grow the Pie written by Alex Edmans and published by Cambridge University Press. This book was released on 2021-11-11 with total page 541 pages. Available in PDF, EPUB and Kindle. Book excerpt: Should companies be run for profit or purpose? This book shows how they can deliver both-based on rigorous evidence and an actionable framework. This edition, updated to include the pandemic and latest research, explains how managers, investors and citizens can put purpose into practice-and overcome the difficult trade-offs that hold them back.

The Rise of the Working-Class Shareholder

Author : David Webber
Publisher : Harvard University Press
ISBN 13 : 0674972139
Total Pages : 351 pages
Book Rating : 4.6/5 (749 download)

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Book Synopsis The Rise of the Working-Class Shareholder by : David Webber

Download or read book The Rise of the Working-Class Shareholder written by David Webber and published by Harvard University Press. This book was released on 2018-04-02 with total page 351 pages. Available in PDF, EPUB and Kindle. Book excerpt: When Steven Burd, CEO of the supermarket chain Safeway, cut wages and benefits, starting a five-month strike by 59,000 unionized workers, he was confident he would win. But where traditional labor action failed, a novel approach was more successful. With the aid of the California Public Employees’ Retirement System, a $300 billion pension fund, workers led a shareholder revolt that unseated three of Burd’s boardroom allies. In The Rise of the Working-Class Shareholder: Labor's Last Best Weapon, David Webber uses cases such as Safeway’s to shine a light on labor’s most potent remaining weapon: its multitrillion-dollar pension funds. Outmaneuvered at the bargaining table and under constant assault in Washington, state houses, and the courts, worker organizations are beginning to exercise muscle through markets. Shareholder activism has been used to divest from anti-labor companies, gun makers, and tobacco; diversify corporate boards; support Occupy Wall Street; force global warming onto the corporate agenda; create jobs; and challenge outlandish CEO pay. Webber argues that workers have found in labor’s capital a potent strategy against their exploiters. He explains the tactic’s surmountable difficulties even as he cautions that corporate interests are already working to deny labor’s access to this powerful and underused tool. The Rise of the Working-Class Shareholder is a rare good-news story for American workers, an opportunity hiding in plain sight. Combining legal rigor with inspiring narratives of labor victory, Webber shows how workers can wield their own capital to reclaim their strength.

Understanding Institutional Shareholder Activism

Author : Bo Gong
Publisher : Routledge
ISBN 13 : 113601568X
Total Pages : 308 pages
Book Rating : 4.1/5 (36 download)

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Book Synopsis Understanding Institutional Shareholder Activism by : Bo Gong

Download or read book Understanding Institutional Shareholder Activism written by Bo Gong and published by Routledge. This book was released on 2013-12-13 with total page 308 pages. Available in PDF, EPUB and Kindle. Book excerpt: Institutional shareholder participation has long been considered as vital to good corporate governance yet its potential does not seem to have been realized. The recent banking crisis exposed the passivity of some institutional shareholders, many of whom appear to have chosen to sell their stakes in the banks rather than intervene or challenge the board when they realized the strategies followed by the banks were excessively risky. Institutional shareholders’ role to scrutinize and monitor the decisions of boards and executive management in the banking sector in the UK is considered by many to be a failure, resulting in the phenomenon of ‘ownerless corporations’, as described by Lord Myners. In China, despite the fast rising of institutional investment in the securities market, institutional shareholders have not yet played a contributory role in monitoring corporate managers in listed companies. Drawing on empirical evidence this book seeks to systematically analyses institutional shareholders’ incentives to activism to explain when and why shareholder activism will occur. The book puts forward a model which explains the factors that determine institutional shareholders’ propensity for activism. The model both elaborates the collective benefits of activism as a means of achieving managerial accountability asks whether and when shareholder activism is rational for any individual shareholder. The book then goes to on to apply these finding to both the UK and China in order to explain the varying levels of shareholder activism in each jurisdiction. The book is the first to take an in-depth look at institutional share-holder activism in China providing prescriptions to promote greater shareholder engagement and exploring the potential it holds for improving corporate governance in the region.

Citizen Capitalism

Author : Lynn A. Stout
Publisher : Berrett-Koehler Publishers
ISBN 13 : 1523095660
Total Pages : 185 pages
Book Rating : 4.5/5 (23 download)

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Book Synopsis Citizen Capitalism by : Lynn A. Stout

Download or read book Citizen Capitalism written by Lynn A. Stout and published by Berrett-Koehler Publishers. This book was released on 2019-01-29 with total page 185 pages. Available in PDF, EPUB and Kindle. Book excerpt: Corporations have a huge influence on the life of every citizen—this book offers a visionary but practical plan to give every citizen a say in how corporations are run while also gaining some supplemental income. It lays out a clear approach that uses the mechanisms of the private market to hold corporations accountable to the public. This would happen through the creation of what the authors call the Universal Fund, a kind of national, democratic, mega mutual fund. Every American over eighteen would be entitled to a share and would participate in directing its share voting choices. Corporations and wealthy individuals would donate stocks, bonds, cash, or other assets to the fund just like they do to other philanthropic ventures now. The fund would pay out dividends to its citizen-shareholders that would grow as the fund grows. The Universal Fund is undoubtedly a big idea, but it is also eminently practical: it uses the tools of capitalism, not government, to give all citizens a direct influence on corporate actions. It would be a major institutional investor beholden not to a small elite group of stockholders pushing for short-term gain but to everyone. The fund would reward corporations that made sure their actions didn't harm people, communities, and the environment, and it would enable them to invest in innovations that would take more than a few months to pay off. Which is another reason corporations would donate to the fund—they could be freed from the constant pressure to maximize their quarterly share price and would essentially be subsidized for doing good. The authors demonstrate that our current economic rules force corporations to be shortsighted and even destructive because for most large investors, nothing matters but share price. The Universal Fund is designed to be a powerful positive balancing force, making the world a better place and the United States a better nation.

The Shareholder Rights and Activism Review

Author : Francis J. Aquila
Publisher :
ISBN 13 : 9781804491010
Total Pages : 0 pages
Book Rating : 4.4/5 (91 download)

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Book Synopsis The Shareholder Rights and Activism Review by : Francis J. Aquila

Download or read book The Shareholder Rights and Activism Review written by Francis J. Aquila and published by . This book was released on 2022 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt:

A Theory of Shareholder Activism and Its Place in Corporate Law

Author : Bernard S. Sharfman
Publisher :
ISBN 13 :
Total Pages : 42 pages
Book Rating : 4.:/5 (13 download)

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Book Synopsis A Theory of Shareholder Activism and Its Place in Corporate Law by : Bernard S. Sharfman

Download or read book A Theory of Shareholder Activism and Its Place in Corporate Law written by Bernard S. Sharfman and published by . This book was released on 2017 with total page 42 pages. Available in PDF, EPUB and Kindle. Book excerpt: Offensive shareholder activism (more commonly known as hedge fund activism) can be understood as a corrective mechanism in the governance of a public company. The legitimacy of offensive shareholder activism as a corrective mechanism is based on numerous empirical studies that have found this type of activism to be both wealth enhancing for shareholders and performance enhancing for the target companies. A non-empirical argument can also be made in support of offensive shareholder activism that focuses on the ability of the board of directors to act as impartial arbitrator deciding between the advices provided by executive management and the activist hedge fund. Recognizing the value of offensive shareholder activism in the decision making of a public company allows for the following theory of shareholder activism: Shareholder activism is a valuable asset in and of itself if the purpose of such activism is to correct managerial inefficiencies. This new theory is built on the foundation of Henry Manne's market for corporate control.The implications for corporate law are significant. If corporate law does not recognize offensive shareholder activism as a corrective mechanism, then the benefits of such activism in terms of enhancing the managerial efficiency of public companies and increasing shareholder wealth may become significantly reduced. To facilitate this recognition, this Article provides new thinking on how Delaware's Unocal test and Blasius standard of review should be applied by the Courts when the Board takes action to minimize the influence of activist hedge funds. Under both standards of review it is argued that corporate law should always take a skeptical view of any Board action taken to directly or indirectly mitigate the influence of this type of activism. This approach is not about shifting decision making authority from the Board to activist hedge funds, but simply putting limits on the Board's ability to use the legal system to thwart the influence of hedge fund activism in a public company's decision making process.

The Shareholder Value Myth

Author : Lynn Stout
Publisher : Berrett-Koehler Publishers
ISBN 13 : 1605098167
Total Pages : 151 pages
Book Rating : 4.6/5 (5 download)

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Book Synopsis The Shareholder Value Myth by : Lynn Stout

Download or read book The Shareholder Value Myth written by Lynn Stout and published by Berrett-Koehler Publishers. This book was released on 2012-05-07 with total page 151 pages. Available in PDF, EPUB and Kindle. Book excerpt: An in-depth look at the trouble with shareholder value thinking and at better options for models of corporate purpose. Executives, investors, and the business press routinely chant the mantra that corporations are required to “maximize shareholder value.” In this pathbreaking book, renowned corporate expert Lynn Stout debunks the myth that corporate law mandates shareholder primacy. Stout shows how shareholder value thinking endangers not only investors but the rest of us as well, leading managers to focus myopically on short-term earnings; discouraging investment and innovation; harming employees, customers, and communities; and causing companies to indulge in reckless, sociopathic, and irresponsible behaviors. And she looks at new models of corporate purpose that better serve the needs of investors, corporations, and society. “A must-read for managers, directors, and policymakers interested in getting America back in the business of creating real value for the long term.” —Constance E. Bagley, professor, Yale School of Management; president, Academy of Legal Studies in Business; and author of Managers and the Legal Environment and Winning Legally “A compelling call for radically changing the way business is done... The Shareholder Value Myth powerfully demonstrates both the dangers of the shareholder value rule and the falseness of its alleged legal necessity.” —Joel Bakan, professor, The University of British Columbia, and author of the book and film The Corporation “Lynn Stout has a keen mind, a sharp pen, and an unbending sense of fearlessness. Her book is a must-read for anyone interested in understanding the root causes of the current financial calamity.” —Jack Willoughby, senior editor, Barron’s “Lynn Stout offers a new vision of good corporate governance that serves investors, firms, and the American economy.” —Judy Samuelson, executive director, Business and Society Program, The Aspen Institute

Shareholder-driven Corporate Governance

Author : Anita Indira Anand
Publisher : Oxford University Press
ISBN 13 : 0190096551
Total Pages : 187 pages
Book Rating : 4.1/5 (9 download)

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Book Synopsis Shareholder-driven Corporate Governance by : Anita Indira Anand

Download or read book Shareholder-driven Corporate Governance written by Anita Indira Anand and published by Oxford University Press. This book was released on 2020-02-01 with total page 187 pages. Available in PDF, EPUB and Kindle. Book excerpt: 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.

The Shareholder Rights and Activism Review

Author : Francis J. Aquila
Publisher :
ISBN 13 : 9781838625023
Total Pages : 203 pages
Book Rating : 4.6/5 (25 download)

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Book Synopsis The Shareholder Rights and Activism Review by : Francis J. Aquila

Download or read book The Shareholder Rights and Activism Review written by Francis J. Aquila and published by . This book was released on 2020 with total page 203 pages. Available in PDF, EPUB and Kindle. Book excerpt:

Shareholder Activism

Author : Marion D. Hartmann
Publisher : Schriftenreihe zum Gesellschafts- und Kapitalmarktrecht
ISBN 13 : 9783631642931
Total Pages : 0 pages
Book Rating : 4.6/5 (429 download)

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Book Synopsis Shareholder Activism by : Marion D. Hartmann

Download or read book Shareholder Activism written by Marion D. Hartmann and published by Schriftenreihe zum Gesellschafts- und Kapitalmarktrecht. This book was released on 2014 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: This book analyses benefits and drawbacks of shareholder activism in corporations under US American and German law, using means of new institutional economics. It focuses on shareholders' impact on nominations and elections, transaction and financial decisions, concluding that benefits and drawbacks require legal actions under both jurisdictions.

Research Handbook on Shareholder Power

Author : Jennifer G. Hill
Publisher : Edward Elgar Publishing
ISBN 13 : 1782546855
Total Pages : 638 pages
Book Rating : 4.7/5 (825 download)

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Book Synopsis Research Handbook on Shareholder Power by : Jennifer G. Hill

Download or read book Research Handbook on Shareholder Power written by Jennifer G. Hill and published by Edward Elgar Publishing. This book was released on 2015-07-31 with total page 638 pages. Available in PDF, EPUB and Kindle. Book excerpt: Much of the history of corporate law has concerned itself not with shareholder power, but rather with its absence. Recent shifts in capital market structure require a reassessment of the role and power of shareholders. These original, specially commiss