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Full-Text Articles in Law
Agreement In Principle: A Compromise For Activist Shareholders From The Uk Stewardship Code, David W. Roberts
Agreement In Principle: A Compromise For Activist Shareholders From The Uk Stewardship Code, David W. Roberts
Vanderbilt Journal of Transnational Law
Equity ownership in the United States and Europe is now highly concentrated in the hands of institutional investors, which gives rise to new problems of agency and corporate governance. These large investment intermediaries, such as mutual funds, specialize in maximizing beneficial owner value based on short-term performance benchmarks but lack the expertise and incentive to actively engage corporate boards on business strategy and governance matters. Instead, institutional investors are "rationally reticent," meaning that they are willing to respond to governance proposals but not to propose them. Activist shareholders may offer an endogenous solution to address "latent activism" in institutional intermediaries …
Say On Pay Around The World, Randall Thomas, Christoph Van Der Elst
Say On Pay Around The World, Randall Thomas, Christoph Van Der Elst
Vanderbilt Law School Faculty Publications
Shareholders have long complained that top executives are overpaid by corporate directors irrespective of their performance. Largely powerless to stop these practices, in 2002, they prevailed upon the U.K. Parliament to adopt legislation requiring public companies to permit their shareholders to have a mandatory, non-binding vote on the compensation of their top executives (Say on Pay). Since that time, there has been a wave of such legislation enacted in countries around the world, including the U.S., Australia, Belgium, the Netherlands, and Sweden, while Switzerland, Germany and France appear to be moving rapidly in the same direction. In this article, we …