上海交通大学：《外国法专题（比较公司法）》课程教学资料（学生展示）Shareholder Activism

Shareholder Activism Yu Mingshan(俞铭珊)

Shareholder Activism Yu Mingshan (俞铭珊)

Article3: Shareholders at the gate ------phenomena of the shareholder activism

Article3: Shareholders at the gate ------phenomena of the shareholder activism

Let's begin with an example Walt Disney got bumper profits in 2012. Disney's boss looked forward to the gratitude from shareholders. However,shareholder activists grumbled at the company and threatened to disperse his power

Let’s begin with an example • Walt Disney got bumper profits in 2012. • Disney’s boss looked forward to the gratitude from shareholders. • However, shareholder activists grumbled at the company and threatened to disperse his power

Before the financial crisis of 2008 Shareholder activism was rare. Shareholders mounted big campaigns only when the firm performed horribly. Most investors just left when they were unhappy with the company

Before the financial crisis of 2008 • Shareholder activism was rare. • Shareholders mounted big campaigns only when the firm performed horribly. • Most investors just left when they were unhappy with the company

After the financial crisis of 2008 Laws and regulations have been reformed to give shareholders greater power. Shareholders show their muscle more often Even profitable companies can be the target of shareholder activism. Examples of Apple and Disney

After the financial crisis of 2008 • Laws and regulations have been reformed to give shareholders greater power. • Shareholders show their muscle more often. • Even profitable companies can be the target of shareholder activism. • Examples of Apple and Disney

Things hid behind the shareholder activism It's the institutional investors who have pushed the campaign of activism. Trade union pension funds Three wealthy individual corporate Self-styled“social responsible”funds Proposed 90% institutional investors of the shareholder resolutions in 2011-2012

Things hid behind the shareholder activism • It’s the institutional investors who have pushed the campaign of activism. Proposed 90% of the shareholder resolutions in 2011-2012 Trade union pension funds Three wealthy individual corporate Self-styled “social responsible” funds institutional investors

The intension of these institutional investors Short-interested profits? This popular opinion is incorrect. Examples of Yahoo and J.C.Penny

The intension of these institutional investors • Short-interested profits? • This popular opinion is incorrect. • Examples of Yahoo and J.C.Penny

What do institutional investors care about? Corporate-governance issues: Majority voting in board election Executive pay Splitting the role of chairman and CEO Examples of Chesapeake Energy and Citigroup

What do institutional investors care about? • Corporate-governance issues: • Majority voting in board election • Executive pay • Splitting the role of chairman and CEO • …… • Examples of Chesapeake Energy and Citigroup

Shareholders at the gate ·Wal-Mart Shareholders hope to unseat the board's audit committee who have been engaged in the bribes. ·Dell Shareholders resist the boss's plan and want to vote out the auditor

Shareholders at the gate • Wal-Mart • Shareholders hope to unseat the board’s audit committee who have been engaged in the bribes. • Dell • Shareholders resist the boss’s plan and want to vote out the auditor

"The days of guaranteed boredom at annual meetings are gone

“The days of guaranteed boredom at annual meetings are gone