A New Path to Declassifying Boards: How Shareholders Can Circumvent Charter Roadblocks

By Mark DesJardine April 3, 2025 by renholding

For years, activist investors and corporate governance advocates have fought to eliminate classified boards at public companies. Classified (or staggered) boards, which only allow a portion of directors to be replaced at each annual meeting, are sometimes seen as a …

How to Buy Shareholder Votes

By Michael R. Levin April 23, 2024 by renholding

Scholars who study activism have researched the value of a shareholder vote for decades. A very small number of activists have attempted to apply that research to actual proxy contests and other AGM matters. The subject was confined to academics …

Gibson Dunn Offers 2020 Mid-Year Activism Update

By Dennis Friedman, Barbara Becker, Richard Birns, Eduardo Gallardo and Daniel Alterbaum October 16, 2020 by renholding

This Client Alert provides an update on shareholder activism activity involving NYSE- and Nasdaq-listed companies with equity market capitalizations in excess of $1 billion and below $100 billion (as of the close of trading on June 30, 2020) during the …

Gibson Dunn Offers M&A Report – 2019 Year-End Activism Update

By Barbara L. Becker, Saee Muzumdar, Eduardo Gallardo, Richard J. Birns and Daniel Alterbaum May 15, 2020 by renholding

Wachtell Lipton Discusses Mergers and Acquisitions—2020

By Wachtell, Lipton, Rosen & Katz January 23, 2020 by renholding

Despite ebbs and flows of global economic uncertainty, M&A activity remained robust in 2019. Total deal volume reached $4 trillion globally, a slight decrease from the $4.1 trillion volume in 2018, but higher than the $3.5 trillion in 2017. The …

The Dark Side of Hedge Fund Activism: Evidence from Employee Pension Plans

By Anup Agrawal and Yuree Lim December 12, 2019 by renholding

Shareholder activism is an investment strategy that investors such as hedge funds (HFs) use to increase the value of their investment by intervening in the management of a targeted firm. Activists can nudge management to take shareholder-friendly actions such as …

Trading and Shareholder Voting

By Doron Levit, Nadya Malenko and Ernst G. Maug November 14, 2019 by renholding

Recent regulatory reforms in advanced economies have empowered shareholders by letting them vote on executive compensation, corporate transactions, changes to the corporate charter, and social and environmental proposals. This shift of power from boards to shareholders assumes that shareholder voting …

Wachtell Lipton Discusses Shareholder Activism in France as Model for U.S.

By Martin Lipton and Joshua R. Cammaker November 11, 2019 by renholding

In response to the sharp increase in campaigns by activist hedge funds in France and Europe generally, a French commission has conducted an extensive investigation and issued a carefully researched, reasonable and balanced report recommending regulatory and procedural changes to …

Finding Friends Is Hard: Long-Term Investors’ Relationship with Proxy Advisers, Activists, and Equity Funds

By Neil Whoriskey August 7, 2019 by renholding

Institutional investors are howling for US public companies to focus more on the long-term.^[1] This is unsurprising. Long-term focused companies produce significantly better results over time, reporting far greater revenue growth with less volatility, far higher levels of economic …

SEC Chairman Announces Roundtable on Management, Reporting, and Regulation

By Jay Clayton May 22, 2019 by renholding

Our capital markets benefit from a level of retail investor participation that is unparalleled among the world’s large industrialized countries. Our Main Street investors who, day in and day out, put their hard-earned money to work for the long term

…

Wachtell Lipton Discusses the State of Play in Activism

By Martin Lipton and Zachary S. Podolsky October 11, 2018 by renholding

As we approach the 2019 proxy season, developments since September 2017 prompt a brief updated review of the state of play.

The threat of activism remains high, and has become increasingly global.
Activist assets under management remain at elevated levels,

…

Hedge Funds’ Short-Term Thinking: Does It Matter for Merger Payments?

By Ning Gao, Olga Kolokolova and Achim Mattes April 24, 2018 by renholding

In 2010, Roger Carr, then-chairman of British confectionery Cadbury, waged a grueling five-month battle before losing control of the company to Kraft Foods. “At the end of the day,” he said, “there were simply not enough shareholders prepared to take …

Boards Should Use Diversity as a Defense Against Activists

By George Tepe September 21, 2017 by renholding

Many institutional investors have made increasing the diversity of corporate boards a priority, yet activist investors that rely on the support of these institutional investors often make boards less diverse. Boards should take advantage of this divergence between the priorities …

The Game of “Activist” Hedge Funds: Cui Bono?

By Yvan Allaire and François Dauphin October 14, 2015 by ilyabeylin

Over the last few years, hedge fund activism has received a great deal of coverage in financial media (and in the mainstream press), has triggered heated debates and been the focus of much academic research. Saviour of capitalism for some, …

The Lessons of DuPont: Corporate Governance For Dummies

By John C. Coffee, Jr. June 1, 2015 by ilyabeylin

Among practitioners, it is a customary cliché to say that all proxy contests—just like all trials—are unique and idiosyncratic. There is some truth to that easy generalization, but it also misses the forest for the trees. Some obvious truths stand …

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