There has been a critique lately by retained advisors to management and academics about activist investors and the focus on shareholder value. See for example, here, here and here. This is a counterpoint on why shareholder activism occurs, what “shareholder …
Shareholder Accountability
Potential Regulation of Proxy Advisory Firms: CSA Consultation Paper 25-401
Here is my letter to the Canadian Securities Administrators on the potential regulation of Proxy Advisors: Should Proxy Advisory Firms Be Regulated? Yes. I am drawing on my own research as well as materials I consulted recently in designing and …
Collapsing Dual Class Shares and the Oppression Remedy
Can a board of directors unfairly disregard the interests of one class of shareholders (e.g., voting) to the enrichment of another (e.g., non-voting)? It cannot. If it does, voting shareholders may properly claim that their interests have been unfairly disregarded …
Diversification of Corporate Boards – Suggestions for Action
Last week, I presented “eight traps” limiting the diversification of corporate boards. Here I present some proposed solutions. Leadership by Shareholders Major institutional shareholders should commit resources to develop an electronic registry of prospective directors based on skills, experience and …
The Process of Removing Directors
It is exceedingly rare for a director to be removed from a board. Only 2% of directors who step down are dismissed or not reelected, according to Stanford researchers. The vast majority of directors are re-elected and continue serving, in …
Train wreck RIM and its dysfunctional board: Critics weigh in
New RIM CEO Thorsten Heins is in denial (see “RIM CEO Welcomes Critics to Happy-Fun Rainbow Land”). Investors view the company as in a death spiral. It has lost 95% of its value and is laying off 1000s of employees. …
Shareholder Spring and A New Model of Corporate Governance
Shareholder activism at CP Rail, Yahoo, Research in Motion, Chesapeake Energy and BMC Software continues, trying to prevent the destruction of billions of dollars of shareholder value. Shareholders rejected Citigroup’s, Aviva’s, Knight Capital’s, FirstMerit’s and Cairn Energy’s executive pay packages. …