Chapter 8: Shareholders Flashcards
Shareholders role and rights
*Provide companies with equity capital and have the ownership rights
*rights to any profit to the value of the company upon sale or liquidation.
When shareholders can exercise their rights ?
Annual general meetings (AGM) or Extraordinary general meetings ( EGM)
what types of decision can be taken by shareholders
about appointment, remuneration or dismissal of directors
who are the shareholders ?
Families
* Institutional investors (pension funds, insurance companies, mutual funds)
* Banks
* Other (private widely-held) companies
* Governments
* “Free float
T/F: Shareholders don’t necessarily have to be real people ?
TRUE, they are companies specialist investment entities
Institutionalization of shareholders
changed the relationship // the shareholders and the board of directors –> Exit over voice Fluid shareholder community
Types of shareholders
- individual investors
- investment funds
- Activist funds
- invesmtent companies
- Venture capitalists and private equity investors
- directors
- group of companies
- family shareholders
- state as shareholders (governments)
Proxy Advisors
Provides services to shareholders to vote their shares at shareholders meetings
proxy advisors provided services like :
- operational support
- voting policy and guidelines development
- fact finding
- research/ analysis
- recommendations
proxy advisory firms (US)
Institutional Shareholder Services (ISS)
* Glass Lewis & Co
* Egan-Jones Proxy Services
* Segal Marco Advisors
* ProxyVote Plus.
largest proxy advisory firms globally
ISS and Global Lewis ( these two firms together have a 97 percent market share.)
concerns about the proxy advisory
industry,
- fiduciary duty
- conflicts of interest
- resource constraints
- lack of transparency
Proxy solicitors
hired by listed companies with dual proposal
identification and knowledge of shareholders
mechanisms for dialogue and engagement with institutional investors
Shareholder activism
“actions taken by shareholders with the explicit
intention of influencing corporations’ policies and practices
Well know activist investors
- Carl Icahn
- Bill Akcman
- Nelson peltz