Shareholder Activism Advisory

Activism is typically a symptom of a disconnect between the market’s view of a company’s value and its true value. Gottfried advises public companies based in the United States, Europe, and Asia on. age” of activist investing. Mutual funds, pension funds, insurance companies, commercial banks, hedge funds, foreign institutional investors, private wealth managers, family offices and HNIs are our potential clientele. Many market participants agree, and this influence is only going to increase with growing shareholder activism and the Dodd-Frank requirement ofregular "say on pay" votes. Shareholder activism in Canada Why companies need to take action now With the abundance of capital, a favourable market structure, and mounting expectations with respect to accountability to shareholders, Canadian public companies can easily fall under the gaze of both domestic and global shareholder activists whose capital knows no borders. shareholder activism Blogs, Comments and Archive News on Economictimes. I know activism defense advisory is offered by some BB and EB banks and was curious if most stay in IB or eventually try to land at an activist fund or in PE. Shareholder proposals are a popular and effective mechanism enabling shareholders to recommend or require that a company and/or its board of directors take a specified action. Activism Response & Contested Situations A proactive approach, a constant partner. Ackman are getting deep-pocketed imitators. Claudio Rojas is Chief Executive Officer of the National Angel Capital Organization (NACO). The promoter culture, with deep roots in the lost decades. Shareholders cannot propose resolutions that seek to 'usurp the powers' of directors, nor can shareholders propose advisory resolutions. Provided regular shareholder intelligence updates & peer comparison reports that identified potential outreach candidates. View Alex Jutzi’s profile on LinkedIn, the world's largest professional community. Given Activism is a legitimate mainstream investment strategy in the US and parts of Europe, it is only a matter of time before it becomes common place in Australia (rather than ad hoc). While companies face intense pressure from financial markets to maximize short-term results, short-termism has the potential to undermine future growth and limit future investment returns. Chamber of Commerce, July 2008) (correctly noting that "[c]ritical thinking about costs and benefits ought to be at the center of the Commission's regulatory philosophy" in the context of proposed. As Rio Tinto, Rolls-Royce and The London Stock Exchange all hit the headlines due to shareholder activism, we ask what marks a company out as a target. However, there are still hurdles to overcome. WASHINGTON, Nov. The prevalence of shareholder activism signals a new frontier for crisis communications. Any shareholder or lender could be clients of proxy advisory firms. com and now runs The Mayne Report, a website which. Greenhill's secondary advisory team, operating as Greenhill Cogent, is the leading advisor focused on the secondary market for alternative assets. From a low of seven campaign launches in 2013, the number of new engagements rose to a high of 30 in 2018, according to research conduct by Jim Rossman, head of Lazard's shareholder advisory unit. Takeover defense and shareholder activism. “This is a somewhat remarkable growth rate, and lays bare some of my earlier observations that the very nature of share ownership is changing,” he said on LinkedIn. Not only will it drive traffic and leads through your content, but it will help show your expertise with your followers. short-term focus. ” Serving on a board that has been sighted for oversight by its investors could have an effect on future board appointments. By Michael Fox. 2019] THE FUTURE OF SHAREHOLDER ACTIVISM 973 INTRODUCTION Two major developments are shaping modern capital markets: the dramatic increase in the size and influence of institutional investors, mostly mutual funds; and the rising influence of activist hedge funds. Global increase in activism. Oestreich was most recently a managing director at Spotlight Advisors in New York, an advisory firm focused on shareholder activism and proxy contests. Several hundred new activist hedge funds—on the aggressive end of the activism spectrum—have launched in the past decade, and their assets under management are surging. Olshan's Shareholder Activism Practice has consistently ranked #1 across the board in every league table and publication that covers shareholder activism, including the Bloomberg Activism Advisory. The now widespread adoption of “majority voting” provision is an example of the results of this activism. FIDUCIARY DUTIES FOR ACTIVIST SHAREHOLDERS Iman Anabtawi* & Lynn Stout** Corporate law and scholarship generally assume that professional managers control public corporations, while shareholders play only a weak and The emergence of shareholder advisory services 1277 4. According to Activist Insight Monthly, we have worked on more shareholder activism situations than any other proxy solicitor since our inception. shareholder activism Latest Breaking News, Pictures, Videos, and Special Reports from The Economic Times. Moreover, proxy advisory firms have started. ” Sometimes it’s “shareholder democracy. Find Investors, Keep Investors, Build Value. Activist Insight recently published the sixth edition of its annual report, entitled "The Activist Investing Annual Review 2019" (the "Review"). KPMG offers tax, advisory and auditing services and is one of the Big Four auditors, along with Deloitte, Ernst & Young, and. 15, 2019 /CNW/ - The Laurel Hill Advisory Group is pleased to announce that it has been recognized by the Activist Insight 2018 Intermediary Awards as a Top 10 Proxy Solicitation Firm globally. His areas of specialty include strategic financial communications, shareholder and analyst relations, activism defense, corporate finance, capital formation and corporate governance. In an environment that has seen activism increase dramatically, creating a durable and successful shareholder engagement program has become a core concern for corporate boards and management teams. Further, based on a review of SEC filings, since 2001, only 14 out of 157 directors 1 TRENDS IN SHAREHOLDER ACTIVISM 8 REVIEW AND ANALYSIS OF 2019 U. -style activism around the globe, especially in Europe and Asia; The record-breaking level of M&A-related activist campaigns – before, during, and. As our analysis of solutions broadened, shareholder activism, community investing, community engagement, and charitable giving became essential ingredients of our active portfolio management process. Gender lens investing is among the latest trends in impact investing. Contact us: 0407 772 548. The rapid proliferation of proxy advisory firms, a hitherto non-existent phenomenon in India, bestows shareholders with the advice necessary to. Sutton and Anna S. The rise in shareholder activism in the US is finding its way to Australian shores, with bankers and lawyers urging boards to prepare for a changing investor dynamic, The Australian Financial. A recent study by global business advisory firm AlixPartners found that, since the start of 2017, the average revenue of the companies targeted by activist investors has increased by almost 59pc. Chamber of Commerce, July 2008) (correctly noting that "[c]ritical thinking about costs and benefits ought to be at the center of the Commission's regulatory philosophy" in the context of proposed. As a new front of stakeholder activism opens up in Japan,advisory groups such as the Institutional Shareholder Services group and Glass Lewis, which advise funds worth more than $35 trillion, back. Shareholder activism in Canada Why companies need to take action now With the abundance of capital, a favourable market structure, and mounting expectations with respect to accountability to shareholders, Canadian public companies can easily fall under the gaze of both domestic and global shareholder activists whose capital knows no borders. 6 advisory services, the limiting effects and potentially costly In this new era of shareholder activism, a public company should review not only its business plan, board composition, and investor relations, but also its structural defenses to shareholder activist campaigns. TOKYO (Reuters) - More investors are publicly backing a resolution to curb coal project lending that shareholders of Mizuho Financial Group are expected to consider this week, the first time such a step is to figure at the annual meeting of a Japanese listed company. SHAREHOLDER ACTIVISM AND CANADA’S ‘NEW CORPORATE NORM’ By Antonino Francesco Cerminara Master of Laws, 2016, Faculty of Law, University of Toronto The purpose of this project is to attribute shareholder activism’s dramatic growth in Canada over the past decade to the cumulative effect of three structural factors. Since the beginning of the coronavirus pandemic, all eyes have been on the unfolding health catastrophe and the consequences of confinement: economies halted, exploding rates of unemployment (in particular in the United States), and rising debt levels. Impact on shareholder activism In recent years, the statutory rights of shareholders under the Corporations Act have been increasingly used as tools for shareholder activism. "4 However, both markets. The rapid proliferation of proxy advisory firms, a hitherto non-existent phenomenon in India, bestows shareholders with the advice necessary to. Shareholder activism has become a more normalized practice to effect change in a company; currently, direct activist assets under management (AUM) are estimated at approximately $121 billion(1). Trevor Norwitz of Wachtell, Lipton, Rosen & Katz will sit down for a conversation with Gregory Taxin of Spotlight Advisors to discuss the current state of shareholder activism, and also cover recent developments in corporate governance, including the future of proxy advisory firms. When HDFC Chairman speaks, India listens be it the business community or the political fraternity. Taxin was the co-founder and CEO of Glass, Lewis & Co. Steven Haas will speak on a panel about shareholder activism involving M&A transactions at PLI’s Mergers & Acquisitions 2020: Advanced Trends and Developments program in New York City on January 9, 2020. Outside of the U. Cleary Gottlieb partner James Langston participated in The Conference Board’s Governance Watch Webcast: Shareholder Activism: A Look Ahead. The video is available for those who missed. Olshan's Shareholder Activism Practice has consistently received top rankings across the board in every league table and publication that covers shareholder activism, most recently in the. In fact, in recent years, dating back to 2014, FactSet/SharkRepellent ranked Wilson Sonsini among the top U. Shareholder activism in Asia is expected to continue to grow at a steady pace, as the practice becomes increasingly accepted and weaves itself into the fabric of Asian capital markets, transitioning from a temporary to a permanent investment strategy. "We have seen a fundamental reshaping of the relationship among investors, management teams and Directors as shareholder activism has evolved," said Jim Rossman, Head of Shareholder Advisory. We work closely with Lazard’s industry groups and practice specialists to create defenses against activists or unsolicited takeover attempts, and to build shareholder support for strategic transactions. ABSTRACT: This paper will look at the evolution of shareholder’s power throughout the 20th century. The number of campaigns launched in March stood at 16, a fall of 38 percent compared with February, according to data from investment bank Lazard. Rapidly growing shareholder activism is demanding listed boards engage more with investors on a broader range of issues. Governance is only a means to an end, not the end itself. Just less than 4% of shareholders voting at the Swiss-headquartered group's annual general meeting (AGM), held in two parts owing to the COVID-19 pandemic, felt the former head of BP ought to be removed. Pirc was reported to […]. Barber Monitoring the Monitor: Evaluating CalPERS' Shareholder Activism Financial Advisor Magazine The success of Harvard’s endowment in recent decades helped popularized a new approach to university endowment investing that generated enormous gains. Chamber of Commerce today released a new study demonstrating that union-backed shareholder activism has failed to increase shareholder value. As shareholder activism continues to evolve, it presents new challenges and new threats to public companies. Every state has routine requirements for shareholder meetings. The Rise of Shareholder Activism in Asia Pacific conference attracts fund managers, institutional investors, corporate advisory firms, proxy advisors, corporate executives and board members. Managing Director in Lazard's Shareholder Advisory Group The Shareholder Advisory Group advises the Boards and senior leadership of clients with respect to preparing for, and responding to, shareholder activism, unsolicited approaches and other related matters. The rise in shareholder activism in the US is finding its way to Australian shores, with bankers and lawyers urging boards to prepare for a changing investor dynamic, The Australian Financial. 14-27 (2105R); IESE Business. Shareholder activism falls within the wider corporate practice, which is jointly led by co-chairs Richard Brand and William Mills, with Brand in particular leading on a fair amount of the firm's shareholder activism work. Boards also can take steps, such as reviewing management's activist-campaign response plan and requesting an activist vulnerability assessment, to help set strategy around shareholder concerns. An activist shareholder and consumer group is calling on Amazon founder Jeff Bezos to give up the chairman role of the company he started 24 years ago. “Shareholder activism” is a broad term used to describe various shareholder efforts to influence. Shareholder Activism. When such activism turns into a public campaign by one or more investors, there can be very significant financial and reputational risks for the targeted corporate and its Board. 01pm first published at 3. Not only will it drive traffic and leads through your content, but it will help show your expertise with your followers. Profit from shareholder activism. I had a few questions. B etween 2008 and 2019, shareholder activism in technology, media and telecommunications (TMT) targets increased by more than five times. JPMorgan launches shareholder activism analytics tool. In the last several years, Goodwin has defended multiple clients from attacks from the world's biggest activism funds such as Elliot Management, Starboard Value and Corvex Management. Illustration: Jayachandran/Mint Boosting shareholder activism in Corporate India 3 min read. com Aneliya Crawford Partner +1 212. Trevor Norwitz of Wachtell, Lipton, Rosen & Katz will sit down for a conversation with Gregory Taxin of Spotlight Advisors to discuss the current state of shareholder activism, and also cover recent developments in corporate governance, including the future of proxy advisory firms. To begin with the Shareholder's Activism, we will, first of all, know the meaning of Activism and shareholders. and other board advisory matters. Forms of Shareholder Activism. Shareholder activism might sound good, but it's delusional to think it will change anything much Advisory Committee. SAN FRANCISCO, CA September 17, 2018-The Blueshirt Group, the leading tech-focused IPO advisory and investor relations firm, today announced the launch of a corporate governance advisory and activism defense practice led by Waheed Hassan, CFA, who has joined the firm as Managing Director. Impact on shareholder activism In recent years, the statutory rights of shareholders under the Corporations Act have been increasingly used as tools for shareholder activism. They have further been supported by the emergence of a growing and […]. Back in 2015, Goldman Sachs restructured its activism-defense practice, forming a new M&A Shareholder Advisory group of bankers that prepare companies for shareholder reactions to activist. The Review analyzes recent global shareholder activism trends, forecasts expected developments in 2019, and highlights and compares jurisdictional data. The big picture: With investors of all sizes pressing their agendas on public corporations — from. Proxy advisory firms have become important players in corporate governance, but the extent of their influence over shareholder votes is debated. 4 To control such conflicts, special market and organizational mechanisms have evolved. 1 Activism on the rise Shareholder activism spectrum. Our research services are used to predict the risk of an activist attack and identify the most effective campaign strategies and tactics in response. Amit Tandon, former MD, Fitch Ratings, agrees, "Surely. (ISS) is a proxy advisory firm. Shareholder Activism is a research and advisory firm specialising in shareholder activism. [email protected] Magazine can be accessed for free by downloading the app from the Apple Store or Google Play. The Importance of Shareholder Activism: The Case of Say‐on‐Pay. Barber Monitoring the Monitor: Evaluating CalPERS' Shareholder Activism Financial Advisor Magazine The success of Harvard’s endowment in recent decades helped popularized a new approach to university endowment investing that generated enormous gains. Went through some of the history of more recent activism up to proxy access and the new SEC Investor Advisory Committee. Alexander Moore April 29, 2016 The year 2015 was significant for proxy contests in Canada, with a total of 55 contests, exceeding the previous record high of 43 contests set in 2009. Governance is only a means to an end, not the end itself. activism has expanded, while the range of market caps and sectors to which they direct their efforts is now without limit. Outside of the U. Pirc was reported to […]. Our practice groups include: Investor Relations, Transaction Advisory, Shareholder Activism Defense and Crisis Advisory. A bill to provide shareholders with enhanced authority over the nomination, election, and compensation of public company executives. As a new front of stakeholder activism opens up in Japan, advisory groups such as the Institutional Shareholder Services group and Glass Lewis, which advise funds worth more than $35 trillion, back the proposal in recommendations seen by. an internationally impact advisory firm, with a focus on gender and diversity within impact investing. 15, 2019 /CNW/ - The Laurel Hill Advisory Group is pleased to announce that it has been recognized by the Activist Insight 2018 Intermediary Awards as a Top 10 Proxy Solicitation Firm globally. Unfortunately, as I mentioned earlier, too many institutional investors uncritically vote the proxy advisory firm recommendations. This is the first in depth analysis of shareholder activism in the Irish market and provides a number of interesting insights on an area that is of increasing relevance to Irish companies. [email protected] Anecdotal evidence suggests that shareholder activism makes companies more efficient and capital productivity becomes higher. In company defense and activism advisory services, the numbers & Zukin is among the small group of banks that works with companies on activism defense and provides advice to activist shareholders. We also examines the variety of initiatives you can engage in order to address shareholder activism and pre-empt an activist campaign. [email protected] The shareholder activism in India can be tracked down in the year of early 2010 when there was a mandatory requirement done by SEBI related to the disclosing of voting policies related to domestic Mutual Funds as well as voting actions on an annual basis. While corporate boards and management need to understand the current environment and how we. Additional Results From 2015 Shareholder Activism Survey See Increased Activity in Energy Sector and Among Small- and Mid-Cap Stocks. A recognised advocate for. Shareholder Activism Insight Activism in the US In the US, shareholder activism is once again set to see a leap forward in the activity of its investors. Greenhill's secondary advisory team, operating as Greenhill Cogent, is the leading advisor focused on the secondary market for alternative assets. Social activists and institutional investors are increasingly joining forces and borrowing tactics from the shareholder activist playbook, particularly as they push for ESG reforms. Institutional Shareholder. (ISS), may recommend a vote against or withhold from directors who adopt a poison pill without stockholder approval. Help companies design and manage their corporate governance, executive compensation, and sustainability programs to align with company goals, reduce risk, and manage the needs of a diverse shareholder base by delivering best-in-class data, tools, and advisory services. Increasingly, however, the non-financial form of shareholder activism is affecting companies in a range of sectors. NEW YORK and TORONTO, Jan. 15, 2019 /CNW/ - The Laurel Hill Advisory Group is pleased to announce that it has been recognized by the Activist Insight 2018 Intermediary Awards as a Top 10 Proxy Solicitation Firm globally. It is true that the activist will assist in choosing a board member but the price for doing so requires the activist to be a "lame-duck" shareholder for an extended period. This approach to investing advocates gender equality for cis and trans girls and women. Investors might use social media to come together and form groups,” he says. A recent study by global business advisory firm AlixPartners found that, since the start of 2017, the average revenue of the companies targeted by activist investors has increased by almost 59pc. We also examines the variety of initiatives you can engage in order to address shareholder activism and pre-empt an activist campaign. ABSTRACT: This paper will look at the evolution of shareholder’s power throughout the 20th century. [email protected] Michael Chandler contributes a column for the October 2019 issue of [email protected] Magazine, contrasting shareholder activism trends in Australia against a global backdrop. The Advent of Shareholder Activism in India 586 institutional and retail investors that hold minority stakes. Before joining Activistmonitor and DealReporter in 2018, Claudia held different editorial positions at Euromoney PLC and Newsquest Media Group. Following a wave of corporate scandals in the early 2000s (most memorably Enron Corporation), there was a sea change in US corporate governance. 4 See Wall Street Journal, Jana Is Closing Two Hedge Funds That Lost Money in 2018 (Jan. 119; Stanford University Graduate School of Business Research Paper No. Included among its activist assignments this year is being retained by hedge fund Marcato Capital Management LP in August to serve as financial. Good summary on the topic of Shareholder Activism. In company defense and activism advisory services, the numbers & Zukin is among the small group of banks that works with companies on activism defense and provides advice to activist shareholders. Shareholder activism has emerged as a conventional investment strategy, across all sectors. The primary reason is that most Brazilian companies have a controlling shareholder – usually a founder or a founder’s family – who can determine the future direction and decision-making of the company simply by voting their shares a certain way. Shareholder activism has its roots in hostile takeover bids of the 1980s, when corporate raiders were viewed negatively by the media and shareholders. less vulnerable to activist shareholders, shareholder engagement, investor communications, corporate governance issues, board composition enhancement and other board advisory matters. The recent DuPont-Trian fight is an interesting example of how shareholder activism is developing today. Andrew is also a leader in shareholder activist matters at Osler, having represented both activists and corporate clients which have been targeted. Sharing your scoops to your social media accounts is a must to distribute your curated content. 2019 Shareholder Activism Update: Shareholder activism is on the rise. The 21-member committee replaced the advisory committee that was disbanded after the Dodd-Frank Act became law. See Nicholas Donatiello & Harvey L. Greenhill Cogent's secondary advisory professionals have worked with many of the world's most sophisticated institutional investors on leveraging the secondary market to actively manage their. Shareholder activism has emerged as a conventional investment strategy, across all sectors. The new practice extends Blueshirt’s ability to offer publicly traded clients a comprehensive approach. How a Fearless Girl Is Changing the Way Companies Think About Performance. Over the last year the team managed successful campaigns against companies including Aramark, Methanex Corporation, and MGM. Shareholder activists are gaining ground in their push for a greater voice at public companies in Canada, according to a report published Thursday by Toronto-based shareholder advisory firm Kingsdale Advisors. By Michael Fox. A recognised advocate for. I know there are some older threads on this but they don't seemed to be getting much traction anymore so I wanted to start a new discussion. View Alex Jutzi’s profile on LinkedIn, the world's largest professional community. Goldman Sachs Group Inc. The shareholder activism in India can be tracked down in the year of early 2010 when there was a mandatory requirement done by SEBI related to the disclosing of voting policies related to domestic Mutual Funds as well as voting actions on an annual basis. In a nutshell, a proxy fight is a situation where two corporate factions (typically the Board/Executive Team vs. What the South African KPMG saga says about shareholder activism September 27, 2017 1. Shareholder activism can be defined to include any action(s) of any shareholder or shareholder group with the purpose of bringing about change within a public company1 without trying to gain control. There were 15 Mega Cap (+US$25 billion) targets by shareholder activists in 2015, compared. Rupali well be the tipping point of shareholder activism in India. Included among its activist assignments this year is being retained by hedge fund Marcato Capital Management LP in August to serve as financial. 6 advisory services, the limiting effects and potentially costly In this new era of shareholder activism, a public company should review not only its business plan, board composition, and investor relations, but also its structural defenses to shareholder activist campaigns. Oestreich was most recently a managing director at Spotlight Advisors in New York, an advisory firm focused on shareholder activism and proxy contests. Our investor-focused advice, grounded in precedent and facts, facilitates a strategic and tactical approach to ESG issues faced by management and the board in support of their. ISS, the influential shareholder voting adviser, has joined its peer Glass Lewis in recommending Barclays shareholders vote to re-elect chief executive Jes Staley — a further blow to activist Sherborne Investors, which has repeatedly called for his removal. As Rio Tinto, Rolls-Royce and The London Stock Exchange all hit the headlines due to shareholder activism, we ask what marks a company out as a target. Atkins, Shareholder Rights, the 2008 Proxy Season, and the Impact of Shareholder Activism (remarks at the U. Helping companies navigate the complicated landscape of proxy advisory firms and investor corporate governance teams when confronting ESG and activism issues. DAVID OSER PARTNER HOMBURGER DISCUSSES SHAREHOLDER ACTIVISM IN SWITZERLAND Q&A issues that activist shareholders are known to campaign for are the lack of. Companies. Contact us: 0407 772 548. Will has more than 20 years of corporate investor relations and capital markets experience. You are worried about possible shareholder activist activity or if you have an ongoing activist in your stock; The roundtable is limited to 25 Directors to ensure a candid dialogue. As you know, Magnus Energy has been suspended and we are all stuck holding their shares. What the KPMG saga says about shareholder activism. Shareholder activism is emerging as one of the top corporate governance issues facing companies today. Shareholder activism has experienced a dramatic surge in recent years. As a new front of stakeholder activism opens up in Japan, advisory groups such as the Institutional Shareholder Services group and Glass Lewis, which advise funds worth more than $35 trillion. For background on shareholder activism, refer to our posts on activist defense and targeted companies Historically speaking, the relationship between private equity funds and activist hedge funds has been shaped less by collaboration and more by confrontation. And with the breakneck pace of technology disrupting industries on a global scale, Goodwin’s depth of experience not only in the life sciences space, but also in collaboration with our technology, healthcare, real estate and private equity lawyers, makes our team. 4 See Wall Street Journal, Jana Is Closing Two Hedge Funds That Lost Money in 2018 (Jan. Record shareholder activism is combining with rare hostile takeover bids in Japan, in a trend that's seen as good news for investors in the country's $6. As there is an enabling provision, shareholder might organise themselves into forums. Pitt, Op-Ed, Protecting Shareholders From Activist Proxies, Wall St. This is the first in depth analysis of shareholder activism in the Irish market and provides a number of interesting insights on an area that is of increasing relevance to Irish companies. This resource center contains material to develop appropriate protocols for board-shareholder communications and promote effective relationships with investors. The survey notes, however, that activism tends to support short-term stock holders over long-term holders. As the head of the firm's nationally recognized shareholder activism defense practice, Mr. Wadler has more than 20 years of investment banking experience, providing strategic advice to both hedge funds and corporations facing activist investors and other contested shareholder situations. United States Government Accountability Office. A fairly small stake (less than 10% of outstanding shares) may be enough to launch a successful campaign. In the last several years, Goodwin has defended multiple clients from attacks from the world's biggest activism funds such as Elliot Management, Starboard Value and Corvex Management. Fine-tuning your response to shareholder activists A new report warns that too many boards are complacent about shareholder activism or fail to see its risks. Find Investors, Keep Investors, Build Value. The 21-member committee replaced the advisory committee that was disbanded after the Dodd-Frank Act became law. And activism doesn’t just mean hedge funds pushing for increased shareholder returns or divestments. For more background, including the increase in unsolicited takeover proposals and shareholder activism after the 2008 financial crisis, see our client alert, “The Potential Impact of the Coronavirus (COVID-19) Pandemic on Hostile M&A and Shareholder Activism in the U. advisory shareholder proposals. Strategic Shareholder Advisory (Activism) New York Evercore's Strategic Shareholder Advisory team advises clients on matters related to corporate governance, board advisory, M&A, capital allocation, activist and raid defense, in the effort to ward off a hostile takeover. Steven Haas will speak on a panel about shareholder activism involving M&A transactions at PLI’s Mergers & Acquisitions 2020: Advanced Trends and Developments program in New York City on January 9, 2020. Shareholder Activism Report January 30, 2015 3 Restaurants Executive Summary The last couple of years have seen tremendous growth in shareholder activism. 2 | Corporate Finance Advisory and Mergers & Acquisitions Figure 2 Drivers of growth in shareholder activism In this report, we highlight why shareholder activism is likely to keep growing, explain the changing tactics of activists and responses of targeted firms, and provide perspectives and. Activist investors are on the march in Europe head of European shareholder advisory at Lazard. Shareholder proposals are a popular and effective mechanism enabling shareholders to recommend or require that a company and/or its board of directors take a specified action. The practice of activism has evolved, its players have grown more sophisticated, and companies and their communications teams must evolve in turn to effectively defend themselves from potential attack. Our Managing Director Mr. Since the beginning of the coronavirus pandemic, all eyes have been on the unfolding health catastrophe and the consequences of confinement: economies halted, exploding rates of unemployment (in particular in the United States), and rising debt levels. Long-termism vs. Amit Tandon, former MD, Fitch Ratings, agrees, "Surely. In company defense and activism advisory services, the numbers & Zukin is among the small group of banks that works with companies on activism defense and provides advice to activist shareholders. I know activism defense advisory is offered by some BB and EB banks and was curious if most stay in IB or eventually try to land at an activist fund or in PE. Since 2003, public companies across North America have turned to Kingsdale to help them reach out to shareholders at times of transactions or. restructured its activism-defense practice over the weekend, forming a new group of bankers that will more broadly prepare companies for shareholder reactions to activist. ESGAUGE is a data mining and analytics firm uniquely designed for the corporate practitioner and the professional service firm seeking customized information on U. Ele practices in the areas of shareholder activism, mergers and acquisitions, securities law and regulatory compliance. Engagement is a critical aspect of handling shareholder activism, and companies have recently been increasing their activity in this area. Laurel Hill Recognized as Top 10 Proxy Solicitor Globally and Top Canadian firm by Activist Insight 2018 Intermediary Awards. 1 Proxy Advisors and Shareholder Activism June 9, 2017 Lisa Stimmell Corporate Douglas Schnell Corporate The materials in this presentation, and the opinions expressed in this webinar, are those of the authors and speakers, respectively,. 173-204; Rock Center for Corporate Governance at Stanford University Working Paper No. Today, SEC Chair Mary Jo White spoke at Tulane’s Corporate Law Institute, sharing her observations on the current state of shareholder activism, the shareholder proposal process and fee-shifting bylaws. Arm your team with real-time visibility and executive-ready reporting that captures full economic exposure by activist actors, including equity, options and potential counterparty swap arrangements. Claudio Rojas is Chief Executive Officer of the National Angel Capital Organization (NACO). TOKYO (Reuters) - More investors are publicly backing a resolution to curb coal project lending that shareholders of Mizuho Financial Group are expected to consider this week, the first time such a step is to figure at the annual meeting of a Japanese listed company. Shareholder Advisory Firm SquareWell specializes in monitoring investor behavior and preferences to support listed companies across the world to "focus on what matters". shareholder activism TECHNOLOGY In recent years, there has been an increase in the number of activist shareholders who attempt to influence the direction of public corporations, whether through media and other campaigns or proxy contests. Although it has usually been practised in private by exerting pressure behind closed doors. As shareholder activism continues to evolve, it presents new challenges and new threats to public companies. A separate study by the strategic communications division of the global business advisory firm FTI Consulting, called The Shareholder Activists’ View, showed that 90 per cent of activist shareholders believe there will be an increase in such interventions in 2015. For background on shareholder activism, refer to our posts on activist defense and targeted companies Historically speaking, the relationship between private equity funds and activist hedge funds has been shaped less by collaboration and more by confrontation. shareholder activism far predates our economic fathers Adam Smith and John Maynard Keynes, and certainly predates present day investor corruption. 14-27 (2105R); IESE Business. We've assisted clients in dealing with many of the most well-known activists – like Carl Icahn and Starboard Value. Robertson knew before the meeting that Institutional Shareholder Services (ISS), a proxy advisory group, had counseled large investors to vote against the options. short-term focus. The Forum’s program for “Fair Investor Access” was initiated to provide marketplace tests of “best practices” to be defined by a coordinated Conference Board Task Force on Corporate/Investor Engagement, and these efforts have naturally become focused on issues raised by the recent growth of professional “activist” funds. From a shareholder-rights corporate theoretical perspective, (24) grassroots shareholder activism is an expression of democratic values in corporate governance; it is the quintessential exercise of voice rather than exit. As a new front of stakeholder activism opens up in Japan, advisory groups such as the Institutional Shareholder Services group and Glass Lewis, which advise funds worth more than $35 trillion. In our 2019 Shareholder Activism Update, we look at what’s driving activist investors, how they’re targeting companies and how they’re getting an outsized share of the vote. Updated: 01 Jun 2018, 08:00 AM IST Livemint. This approach to investing advocates gender equality for cis and trans girls and women. Social activists and institutional investors are increasingly joining forces and borrowing tactics from the shareholder activist playbook, particularly as they push for ESG reforms. by Hannah Langworth 27 March 2017. Activist investors, holding minority stakes in public companies, often opposed. Governance is only a means to an end, not the end itself. Shareholder activists are gaining ground in their push for a greater voice at public companies in Canada, according to a report published Thursday by Toronto-based shareholder advisory firm Kingsdale Advisors. Shareholder Activism Defense The world’s largest shareholder activist defense practice. Let me first provide some background. Journal of Law and Economics, Vol. Shareholder Advisory Firm SquareWell specializes in monitoring investor behavior and preferences to support listed companies across the world to "focus on what matters". Shareholder activism in Canada is evolving and becoming more sophisticated. On Wednesday, July 29, 2015, 12:30-1:30pm EDT, Olshan will present the webinar Shareholder Activism: Investing in a Stronger Corporate America. SHAREHOLDER ACTIVISM ued companies with multiple business lines have become attractive targets for activists forcing spinoffs or other forms of corporate break-ups. While a significant portion of this activism was aimed at micro-cap firms, threats of fights have become commonplace even at S&P 500 companies in recent years. 2372 aneliya. This approach to investing advocates gender equality for cis and trans girls and women. We align industry-leading experience, data and technology to provide trusted advisory support and reporting on shareholder activist accumulations. A general awareness of the tools of shareholder activism, the advent of advocacy and advisory groups who target ESG issues at public companies (especially those who are seen as governance laggards), and advancing regulations related to disclosure and transparency have created an environment where controlled companies are exposed, at least from. View Video: Activist Engagement From the Issuer's Perspective - Skytop Strategies. REIT activists continue to build a case for change across a broad range of issues, from strategic direction to conflicts of interest. ” Sometimes it’s “shareholder democracy. To a large extent, activism is a debate about capital deployment, risk tolerance, and performance—topics that are typically part of management’s and the board’s agenda in the normal course of business. Attendees will explore the challenges and opportunities present in Asia Pacific and learn how to navigate the hurdles associated with exerting influence in. Shareholder Activism Insight Activism in the US In the US, shareholder activism is once again set to see a leap forward in the activity of its investors. Despite this, shareholder activism as it is known today began in the United States in the 1980s. As a new front of stakeholder activism opens up in Japan, advisory groups such as the Institutional Shareholder Services group and Glass Lewis, which advise funds worth more than $35 trillion. Today, we believe it is too simplistic to think of activism as an. Understand trends in shareholder activism: Ensure management is aware of: (i) trends in shareholder proposals in Canada and the United States by staying up to date on recent proxy contests, and (ii) voting recommendations by proxy advisory firms and consider how to best comply with "best practices" guidelines. Greig Wachtell, Lipton, Rosen & Katz. Sep 28 2017, 2:32 PM Sep 28 2017, 2:56 PM September 28 2017, 2:32 PM. Institutional investors today collectively own 70-80% of the entire U. The practice of activism has evolved, its players have grown more sophisticated, and companies and their communications teams must evolve in turn to effectively defend themselves from potential attack. Leaders in shareholder activism research, including trend and risk analysis, utilising proprietary risk scores and datasets. Although shareholder resolutions are advisory only, any sign of shareholder discontent. For more background, including the increase in unsolicited takeover proposals and shareholder activism after the 2008 financial crisis, see our client alert, “The Potential Impact of the Coronavirus (COVID-19) Pandemic on Hostile M&A and Shareholder Activism in the U. A recognised advocate for. These 400 companies represented 47% of all target companies in 2018. Shareholders may also be asked to ratify certain decisions of the board of directors, such as related-party transactions with members of management. Starboard Value LP, a shareholder of Bristol-Myers Squibb (BMY), provided a statement on its investment in Bristol-Myers: "We are extremely disappointed by the conclusions reached by the proxy voting advisory firms, Institutional Shareholder Services and Glass, Lewis & Co. Webinar – Shareholder activism after Covid-19 Jun 24 2020 3:00 pm UTC 60 mins Corporate Secretary, IR Magazine and Computershare But now is also the time to think about and prepare for potential proxy fights, hostile or unsolicited takeover efforts and activist demands so you won’t be caught off guard in the aftermath of the pandemic. 173-204; Rock Center for Corporate Governance at Stanford University Working Paper No. Pitt, Op-Ed, Protecting Shareholders From Activist Proxies, Wall St. Proxy advisory firms are in some ways the fuel that makes shareholder activism work, because many firms and institutional investors subscribe to the services of proxy advisory firms. Activism has entered the mainstream. Companies. Edelman helps clients prepare for possible activist approaches and crafts communications strategies to mitigate the risks. legal advisors for company defense in shareholder. ‘Shareholder activism in the UK is at a record level and is continuing a trend that began to play out in 2017,’ says Richard Thomas, head of the European shareholder advisory practice at Lazard, in a statement. Shareholder activism can be defined to include any action(s) of any shareholder or shareholder group with the purpose of bringing about change within a public company1 without trying to gain control. Social activists and institutional investors are increasingly joining forces and borrowing tactics from the shareholder activist playbook, particularly as they push for ESG reforms. While we will always be committed to preparing our clients to "Fight the Good Fight", our team's insights about the. Paterson joined Citi to lead its strategic shareholder advisory group amid a generational surge in shareholder activism. Moreover, proxy advisory firms have started. 4 United States 0 11 422 Time Warner Inc Switzerland Spain 264 2. Chamber of Commerce today released a new study demonstrating that union-backed shareholder activism has failed to increase shareholder value. Activist investors are relatively new - but very influential - players in international capital markets. Longhurst and J. , advocating for a transaction, agitating for a higher price or blocking a transaction), and in the first quarter of 2019, 46% of activism campaigns. More than 150 years after the founding of our firm, Sidley today comprises a diverse group of legal professionals from many cultures who are dedicated to teamwork, collaboration and superior client service. The promoter culture, with deep roots in the lost decades. IBD, M&A, Activism & Shareholder Advisory Group, Research Associate / Knowledge Manager, New York, Analyst/Associate at Goldman Sachs - New York City, New York Job posting closed on: 3/6/2020. In its 2018 and Q1 2019 Review of Shareholder Activism, Lazard's Shareholder Advisory Group (Lazard) indicated that roughly a third of publicly announced activism campaigns were M&A-driven (e. View Video: Interview with Jim Rossman, Head of Shareholder Advisory at Lazard - Skytop Strategies. Charlie will work side by side with Michael Verrechia, also a Managing Director in the firm's Activism & Contested Situations Advisory Group. Fort Lauderdale, FL. As the head of the firm's nationally recognized shareholder activism defense practice, Mr. Although shareholder resolutions are only advisory in nature, and firms are not obligated to adopt resolutions that pass a shareholder vote, managers and directors face reputational penalties, increased activism, and dismissal if they routinely ignore shareholder resolutions (Ertimur et al. Further, based on a review of SEC filings, since 2001, only 14 out of 157 directors 1 TRENDS IN SHAREHOLDER ACTIVISM 8 REVIEW AND ANALYSIS OF 2019 U. Consistent with the rise in activism campaigns, Wilson Sonsini's attorneys have represented dozens of companies and other clients involved in shareholder activist-related situations. An activist emigration Although the US was the breeding ground for shareholder activism, American tactics have begun to spread around the world. NEW & NOTEWORTHY ISS Market Intelligence Releases Annual 529 Industry Analysis Report The annual report, now in its 10th year, provides a unique and deep analysis of the state of the 529 industry as well as on the decision-making and product-selection processes of individual survey respondents regarding college saving choices. By Martin Loinig. 4 To control such conflicts, special market and organizational mechanisms have evolved. A recent study by global business advisory firm AlixPartners found that, since the start of 2017, the average revenue of the companies targeted by activist investors has increased by almost 59pc. Shareholder Activism Insight Activism in the US In the US, shareholder activism is once again set to see a leap forward in the activity of its investors. NEW YORK--(BUSINESS WIRE)--Citi today announced that Muir Paterson will join the firm's Corporate and Investment Banking division as Global Head of Strategic Shareholder Advisory in its M&A Group. in seeking shareholder advisory votes on compensation directly, or seeking ways to change the perceived laxness of the shareholder elected boards. That's why institutional investors are being pressured by high. In the last several years, Goodwin has defended multiple clients from attacks from the world's biggest activism funds such as Elliot Management, Starboard Value and Corvex Management. Shareholder Activism: Rethinking the Approachby Joseph B. (ISS) is a proxy advisory firm. The Advent of Shareholder Activism in India 586 institutional and retail investors that hold minority stakes. REIT activists continue to build a case for change across a broad range of issues, from strategic direction to conflicts of interest. Shareholder engagement outside of a crisis situation can. To get a sense of his new company, I asked Mr. Further, based on a review of SEC filings, since 2001, only 14 out of 157 directors 1 TRENDS IN SHAREHOLDER ACTIVISM 8 REVIEW AND ANALYSIS OF 2019 U. The Business Roundtable’s vow to be kinder corporate actors was a fig leaf for building fortresses around management decision making. Shareholder Activism - leveraging the law as a tactic to effect change in listed companies Current issues in corporate law - Directors' Duties ABL Corporations Law Seminar 3: Corporate mortality - What you can Learn from a Complex Insolvency Case. As a new front of stakeholder activism opens up in Japan, advisory groups such as the Institutional Shareholder Services group and Glass Lewis, which advise funds worth more than $35 trillion. In an Article named "Proxy advisory firms give a boost to shareholder activism" in Mint on 29th June 2012, InGovern was quoted as follows: There's Shriram Subramanian, who quit Infosys' consulting unit and started InGovern Research Services in Bangalore, India's first independent proxy advisory firm, in 2010. Proxy Advisory Firms' Role in Voting and Corporate Governance Practices. (which has led to some decline in the influence of proxy advisory firms. The Rise of Shareholder Activism in Asia Pacific conference attracts fund managers, institutional investors, corporate advisory firms, proxy advisors, corporate executives and board members. Corporate boards should take note that the situation at Progenics Pharmaceuticals has resulted in a proxy advisory firm validating a call for “shareholder board oversight. Shareholder activism might sound good, but it's delusional to think it will change anything much Advisory Committee. 4 Lazard's Review of Shareholder Activism – Q1 2020. shareholder meetings of public corporations (corporate issuers). Adjusting to Shareholder Activism. As a new front of stakeholder activism opens up in Japan, advisory groups such as the Institutional Shareholder Services group and Glass Lewis, which advise funds worth more than $35 trillion, back the proposal in recommendations seen by. Mintz’s Joel Papernik to Present on Shareholder Activism at New York BIO 25th Anniversary Conference Joel I. “Shareholder activism” is a broad term used to describe various shareholder efforts to influence. Shareholder activism up among promoter groups. , CEOs live in fear of activist hedge funds, and politicians worry about their effects on workers. The activist revolution No recent development has influenced firms' strategic and financial decision-making as profoundly as the surge in shareholder activism following the global financial crisis. NEW YORK, June 26, 2020 /PRNewswire/ -- Royce Micro-Cap Trust, Inc. shareholder activism: protecting energy companies from the growing threat of activist investors and Governance Professionals revealed that the number of shareholder proposals submitted to companies is 77 percent higher than those appearing on proxy statements. The promoter culture, with deep roots in the lost decades. [1] In our paper, “The Importance of Shareholder Activism: The Case of Say-on-Pay” we outline Say-on-Pay as a corporate governance mechanism designed to. In FTI Consulting’s ‘2015 Shareholder Activist Landscape’, a survey of 100 institutional investors that collectively have $1. Since the beginning of the coronavirus pandemic, all eyes have been on the unfolding health catastrophe and the consequences of confinement: economies halted, exploding rates of unemployment (in particular in the United States), and rising debt levels. Webinar for Improving Shareholder Communication and Loyalty - February 6th, 2019. Strine has done more thinking, reading and writing about the real-world consequences of shareholder power than anyone I can think of. According to the league tables, which cover all new activist campaigns launched in 2019, Olshan advised on 141 activist engagements with stakes worth $18. A recent study by global business advisory firm AlixPartners found that, since the start of 2017, the average revenue of the companies targeted by activist investors has increased by almost 59pc. Ackman are getting deep-pocketed imitators. Shareholder Activism As A Strategy To Advance Racial Equity. Andrew MacDougall, a leader in shareholder activist matters at Osler, will lead a panel of distinguished speakers in a discussion of the world of social media and shareholder activism by embracing digital technology and addressing the steps boards must follow to ensure that they contend. Shareholder activism in Europe is benefitting private equity but at a price. Shareholder Activism and Engagement – Getting Prepared | 4. , one of the world's leading proxy advisory and corporate governance research firms. As a follow-up to the reports published in 2019 on the subject of shareholder activism, the AMF intends to use this communication to contribute to the debate. BE READY FOR WHEN THE ACTIVISTS CALL. NorthStar began in 1990 as a public equity and fixed income manager. We must make the numbers. Charlie will work side by side with Michael Verrechia, also a Managing Director in the firm's Activism & Contested Situations Advisory Group. One reason behind the surge in climate-related shareholder activism is the growing recognition of increased costs and risks associated with climate change (e. for company defense in shareholder activist matters by FactSet/SharkRepellent. Anderson points out that activist funds have registered subpar returns in the past few years, after a period of outperformance relative to other hedge funds. Frumkin, Francis J. Latest example of advisers using tech to help clients ward off investors agitating for change. Resource Center: Board-Shareholder EngagementBecause today’s shareholders expect direct engagement with boards, boards must determine how to communicate with shareholders. Even with a recent upswing in the popularity of shareholder activism, largely due. Institutional investors today collectively own 70-80% of the entire U. Steven Haas will speak on a panel about shareholder activism involving M&A transactions at PLI’s Mergers & Acquisitions 2020: Advanced Trends and Developments program in New York City on January 9, 2020. Shareholder activism in Japan rewards shareholders with positive abnormal returns, at least in the short run. Shareholder activism is not new to Canada, but Pershing Square's 2012 success with CP Rail sent a clear message to Canadian boards: no widely held public company - regardless of its size, the pedigree of its board or its iconic status - can ignore activists. ' As the advisory firm Domini Social Investments puts it: "We use our stock funds to talk to the companies we own, discussing everything from global climate change to sweatshop. To a large extent, activism is a debate about capital deployment, risk tolerance, and performance—topics that are typically part of management’s and the board’s agenda in the normal course of business. Shareholder Activist: A shareholder activist is a person, who attempts to use his or her rights as a shareholder of a publicly-traded corporation to bring about change within or for the corporation. Shareholder activism has experienced a dramatic surge in recent years. ISS highlighted in the. As a new front of stakeholder activism opens up in Japan, advisory groups such as the Institutional Shareholder Services group and Glass Lewis, which advise funds worth more than $35 trillion. •Conducted valuation using public company comparables, precedent transactions, Sum of the parts, and DCF methods •Worked on an out-in tender offer bid deal as financial advisor and tender offer agent, on three deals of shareholder activism defense and three deals of shareholder activist attack-risk review, and on two deals of poison pill continuation / abolition review. Goldman Sachs Group Inc. The Rise of Shareholder Activism in Asia Pacific conference attracts fund managers, institutional investors, corporate advisory firms, proxy advisors, corporate executives and board members. age” of activist investing. Shareholder activism directed at European companies is a growing and evolving reality for the Boards of quoted corporates. Okapi Partners is widely-recognized as the leader among proxy solicitation and advisory firms when it comes to shareholder activism. Shaun counsels public companies and their boards of directors on shareholder activism and hostile takeover response and preparedness, investor engagement, and complex corporate governance matters. Five years ago, activists were commonly viewed with a strong negative connotation, reputed for making hostile demands for their own short-term gain at the long-term expense of the companies they targeted. See Nicholas Donatiello & Harvey L. But the case for shareholder activism is perhaps best seen in Japan, where the. And those using traditional defence tactics to tackle activists are likely to find themselves outflanked. This is the first in depth analysis of shareholder activism in the Irish market and provides a number of interesting insights on an area that is of increasing relevance to Irish companies. , Commissioner Paul S. While a full takeover bid is a costly and difficult undertaking, an activist with a fairly small stake (less than 10 per cent of outstanding shares) may be able to launch a successful campaign. 1 This is a 40% increase in TMT targets relative to only a 20% increase in non-TMT targets over an 11-year period. Laurel Hill Recognized as Top 10 Proxy Solicitor Globally and Top Canadian firm by Activist Insight 2018 Intermediary Awards. A recent study by global business advisory firm AlixPartners found that, since the start of 2017, the average revenue of the companies targeted by activist investors has increased by almost 59pc. on Economic Policy, Committee on Banking, Housing, and Urban Affairs, November 2016 GAO-17-47 United States Government Accountability Office. Shareholder activism has evolved to be a prominent and almost certainly permanent feature of the corporate landscape. Shareholder activism is emerging as one of the top corporate governance issues facing companies today. Larger, more mature firms with higher institutional holdings are more easily targeted by these proposals. Shareholders may also be asked to ratify certain decisions of the board of directors, such as related-party transactions with members of management. is through proxy-advisory firms who advise investors on how to vote on resolutions proposed by companies. Even with a recent upswing in the popularity of shareholder activism, largely due. Shareholder activism has been on the rise in Japan. By Martin Loinig. As shareholder activism continues to evolve, it presents new challenges and new threats to public companies. 4 To control such conflicts, special market and organizational mechanisms have evolved. Activist shareholders put pressure on management to take (or refrain from) various actions such as: forcing the spin-off of business, blocking take-overs or limiting the price at which they occur, limiting directors pay and. Activist investors like Carl C. advisory groups such as the Institutional Shareholder Services group and Glass Lewis, which advise funds worth more than US$35 trillion, back the proposal in recommendations seen by Reuters. Proxy advisory firms will be under a tighter grip by regulators and shareholder proposals will face a higher threshold for votes after the SEC moved Tuesday to revise rules governing the. Shareholder Advisory Succeed with your investors. Shareholder activism has experienced a dramatic surge in recent years. Find daily updated news Business and finance news on Hamariweb. As a new front of stakeholder activism opens up in Japan, advisory groups such as the Institutional Shareholder Services group and Glass Lewis, which advise funds worth more than $35 trillion, back the proposal in recommendations seen by. Our Managing Director Mr. Corporate America faces a growing wave of shareholder activists – some who affect positive change, and others who simply disrupt. Being prepared is essential for management teams and company directors. The Shareholder Rights and Activism Review Reproduced with permission from Law Business Research Ltd. Institutional Activism Grows At Shareholder Meetings. Starboard Value LP, a shareholder of Bristol-Myers Squibb (BMY), provided a statement on its investment in Bristol-Myers: "We are extremely disappointed by the conclusions reached by the proxy voting advisory firms, Institutional Shareholder Services and Glass, Lewis & Co. in response to significant stock accumulation and activist campaign led by hedge fund North Tide Capital and its manager in 2013-2014. Leading companies frequently call upon Abernathy MacGregor to help prepare for and engage with activist shareholders. Shareholder activism has been on the rise in Japan. Lazard Head of European Shareholder Advisory, Rich Thomas, told CNBC's "Squawk Box Europe" on Tuesday that leadership is "never more important" for activist investors than in times of crisis. The practice of activism has evolved, its players have grown more sophisticated, and companies and their communications teams must evolve in turn to effectively defend themselves from potential attack. Download “SHAREHOLDER ACTIVISM IN INDIA AN OVERVIEW” SHAREHOLDER-ACTIVISM-IN-INDIA-AN-OVERVIEW. As a new front of stakeholder activism opens up in Japan, advisory groups such as the Institutional Shareholder Services group and Glass Lewis, which advise funds worth more than $35 trillion. S hareholder activism is a critical issue facing US real estate investment trusts (REIT) management teams and boards of directors. recommended by proxy advisory firms. But when we woke up the other day and saw the newspaper and TV headlines squeaking that Deepak Parekh, the doyen of Indian private-sector banking was almost getting ousted from the very housing finance companys Board which he nurtured for decades, it was a. - Shareholder activism fell sharply in March as the spread of Covid-19 accelerated, reported Reuters. Updated: 01 Jun 2018, 08:00 AM IST Livemint. Five years ago, activists were commonly viewed with a strong negative connotation, reputed for making hostile demands for their own short-term gain at the long-term expense of the companies they targeted. Find daily updated news Business and finance news on Hamariweb. Big CEOs Persuade the SEC to Tame Shareholder Activism. Today, we believe it is too simplistic to think of activism as an. An activist shareholder and consumer group is calling on Amazon founder Jeff Bezos to give up the chairman role of the company he started 24 years ago. Shareholder activism has been on the rise in Japan. The Securities and Exchange Commission recently announced the formation of its new Investor Advisory Committee required by the Dodd-Frank Wall Street Reform and Consumer Protection Act. To begin with the Shareholder's Activism, we will, first of all, know the meaning of Activism and shareholders. As a general matter, the board and. Traditional passive funds that are home to much bigger pools of capital are also pressing for change, whether it is improved governance or higher environmental standards. In this video, he breaks down each. and McCall, Allan L. By: Trevor S. Arm your team with real-time visibility and executive-ready reporting that captures full economic exposure by activist actors, including equity, options and potential counterparty swap arrangements. Many shareholder activism experts, public company executives, board members and activist investors expected shareholder activism to surge once again in 2011. With growing support from pension funds, a burgeoning M&A environment, excessive cash on. Shareholder Activist: A shareholder activist is a person, who attempts to use his or her rights as a shareholder of a publicly-traded corporation to bring about change within or for the corporation. ESGAUGE is a data mining and analytics firm uniquely designed for the corporate practitioner and the professional service firm seeking customized information on U. The practice of activism has evolved, its players have grown more sophisticated, and companies and their communications teams must evolve in turn to effectively defend themselves from potential attack. From a shareholder-rights corporate theoretical perspective, (24) grassroots shareholder activism is an expression of democratic values in corporate governance; it is the quintessential exercise of voice rather than exit. Shareholder activism & Deepak Parekh. 4 Lazard's Review of Shareholder Activism – Q1 2020. ‘Shareholder activism in the UK is at a record level and is continuing a trend that began to play out in 2017,’ says Richard Thomas, head of the European shareholder advisory practice at Lazard, in a statement. The major Wall Street banks have been building their shareholder advisory and activism defense teams of late. 2 See Lazard's Shareholder Advisory Group, 2018 Review of Shareholder Activism. Olshan Frome Wolosky LLP announced today that its Shareholder Activism Practice has been named the leading legal adviser to activist investors around the globe in the inaugural Bloomberg Activism Advisory League Tables. In fact, only public companies are subject to shareholder activism, only a small number of public companies are overtly targeted and only some of these situations involve M&A. Since the beginning of the coronavirus pandemic, all eyes have been on the unfolding health catastrophe and the consequences of confinement: economies halted, exploding rates of unemployment (in particular in the United States), and rising debt levels. Illustration: Jayachandran/Mint Boosting shareholder activism in Corporate India 3 min read. For example, in 2019, prominent pension funds, asset managers and other charitable organizations sent a joint letter to all Fortune 500 companies calling for. Although shareholder resolutions are advisory only, any sign of shareholder discontent. com and now runs The Mayne Report, a website which. and shareholder have a right to know. , a proxy advisory firm, recommended support for the climate initiative because it would "place market discipline over management for continued improvement. Unfortunately, as I mentioned earlier, too many institutional investors uncritically vote the proxy advisory firm recommendations. Shareholder activism directed at European companies is a growing and evolving reality for the Boards of quoted corporates. That’s according to a new study we conducted at the Monash Centre for Financial Studies. Activist investors are relatively new - but very influential - players in international capital markets. However, on April 8, 2020, ISS published an updated policy guidance document in response to COVID-19,. in seeking shareholder advisory votes on compensation directly, or seeking ways to change the perceived laxness of the shareholder elected boards. Boards also can take steps, such as reviewing management’s activist-campaign response plan and requesting an activist vulnerability assessment, to help set strategy around shareholder concerns. Will has more than 20 years of corporate investor relations and capital markets experience. Shareholder resolution. (May 29, 2015) (noting that the proxy advisory firms recommendations were rejected by all three of Du Pont's largest institutional shareholders — but that unfortunately such a showing of independence tends to be the exception and not. Institutional Shareholder Services Inc. Proxy advisory firms will be under a tighter grip by regulators and shareholder proposals will face a higher threshold for votes after the SEC moved Tuesday to revise rules governing the. 1 Proxy Advisors and Shareholder Activism June 9, 2017 Lisa Stimmell Corporate Douglas Schnell Corporate The materials in this presentation, and the opinions expressed in this webinar, are those of the authors and speakers, respectively,. Proxy Advisory Firms. Rosewater and Jan Weber, Managing Director responsible for Corporate Defense and Shareholder Activism Advisory for Morgan Stanley in Europe, advise their clients to think of activist defense as a fact of corporate life that can affect companies of all sizes, and in a variety of. Find daily updated news Business and finance news on Hamariweb. Executive Compensation Regulation and Disclosure. We sat down with Jim Rossman, Head of Shareholder Advisory at Lazard, to get his thoughts on how Shareholder Activism will evolve throughout 2018. In these situations, boards have faced not only home-grown activists, but also US activists looking to expand their influence and investor base abroad. I had a few questions. (which has led to some decline in the influence of proxy advisory firms. Shareholder activism has been on the rise in Japan. In company defense and activism advisory services, the numbers & Zukin is among the small group of banks that works with companies on activism defense and provides advice to activist shareholders. The role of institutional shareholder activism arises due to the conflict of interest between managers and shareholders. Institutional investors today collectively own 70-80% of the entire U. Shareholder Activism Insight 6 – Shareholder Activism Insight 0 20 40 60 80 100 Corporates Activists Percentage of respondents Yes No 40% 60% 76% 24% 0 10 20 30 40 50 60 70 80 Financial performance Excessive executive pay Excessive cash on balance sheet Acquisition announcement Strategic/operational changes Special dividend Asset sale(s). public companies. companies with market. Lily Hughes, Vice President and Associate General Counsel for Ingram Micro Inc. 6 advisory services, the limiting effects and potentially costly In this new era of shareholder activism, a public company should review not only its business plan, board composition, and investor relations, but also its structural defenses to shareholder activist campaigns. Boards in Europe and Asia are increasingly finding themselves under pressure from activists. an internationally impact advisory firm, with a focus on gender and diversity within impact investing. Neither shareholder activism nor the more traditional shareholder remedies offer a panacea for the shareholder. In 2018, Canada saw 13 public proxy fights — the most since 2014. 2019 Shareholder Activism Update: Shareholder activism is on the rise. SHAREHOLDER ACTIVISM NOVEMBER 2019. is through proxy-advisory firms who advise investors on how to vote on resolutions proposed by companies. Shareholder activism should encourage boards to step up their investor engagement oversight efforts, and be open to not only listening to shareholders, but also to collecting input from them. Olshan Frome Wolosky LLP announced today that its Shareholder Activism Practice has been named the leading legal adviser to activist investors around the globe in the inaugural Bloomberg Activism. More thought is needed about changing its nature from advisory to binding, as the degree of. [email protected] Shareholder Activism Report January 30, 2015 3 Restaurants Executive Summary The last couple of years have seen tremendous growth in shareholder activism. In the current climate, not only are shareholders less passive, but they are now much more willing to adopt deliberately high profile tactics in seeking to determine a company’s course. "Their size and diversification offer some perceived downside risk protection," Mehrotra said. The practice of activism has evolved, its players have grown more sophisticated, and companies and their communications teams must evolve in turn to effectively defend themselves from potential attack. ' As the advisory firm Domini Social Investments puts it: "We use our stock funds to talk to the companies we own, discussing everything from global climate change to sweatshop. and Canadian public companies' vulnerability to shareholder activist pressures, based on a variety of quarterly reported metrics. While a significant portion of this activism was aimed at micro-cap firms, threats of fights have become commonplace even at S&P 500 companies in recent years. gender pay gap costs the economies of the Organization for Economic Cooperation and Development (OECD) countries $2 trillion annually. Shareholder activism continues to be a pressing concern for most public companies and their boards of directors, and companies are increasingly interested in being well prepared for the possibility that they may be targeted by an activist shareholder. Although the activist agenda may sound appealing to shareholders, existing research has not managed to confirm a positive effect of shareholder activism on long-term firm value. ” Sometimes it’s “shareholder democracy. Companies. Attendees will explore the challenges and opportunities present in Asia Pacific and learn how to navigate the hurdles associated with exerting influence in. Global increase in activism. Sep 28 2017, 2:32 PM Sep 28 2017, 2:56 PM September 28 2017, 2:32 PM. While corporate boards and management need to understand the current environment and how we. PJT Partners delivers a comprehensive range of advisory and capital raising solutions to achieve our clients’ strategic objectives. BE READY FOR WHEN THE ACTIVISTS CALL. 15, 2019 /CNW/ - The Laurel Hill Advisory Group is pleased to announce that it has been recognized by the Activist Insight 2018 Intermediary Awards as a Top 10 Proxy Solicitation Firm globally. proxy voting and shareholder activism, and CSR. After peaking in 2009, the number of activist campaigns declined for the next three years, reaching a multi-year low of 77 in 2012. Unfortunately, as I mentioned earlier, too many institutional investors uncritically vote the proxy advisory firm recommendations. Oestreich was most recently a managing director at Spotlight Advisors in New York, an advisory firm focused on shareholder activism and proxy contests. [email protected] Activism Combining the best of its corporate governance, takeover defense and proxy contest practices, Latham advises public companies regarding changes in their shareholder base and interactions with activist investors. Traditional passive funds that are home to much bigger pools of capital are also pressing for change, whether it is improved governance or higher environmental standards. Lack of shareholder activism gives CEOs free pass, Mark Carnegie says By David Fickling and Benjamin Purvis Updated August 13, 2014 — 4. As a new front of stakeholder activism opens up in Japan, advisory groups such as the Institutional Shareholder Services group and Glass Lewis, which advise funds worth more than $35 trillion, back the proposal in recommendations seen by Reuters. Diligent Insights is the world's leading resource on good governance for corporate governance professionals to empower better governance globally. But when we woke up the other day and saw the newspaper and TV headlines squeaking that Deepak Parekh, the doyen of Indian private-sector banking was almost getting ousted from the very housing finance companys Board which he nurtured for decades, it was a. Check here. 4 This perceived weakness in Indian corporate governance appears to be addressing itself through the onset of activist shareholders in the Indian corporate sphere, whose efforts have been further buoyed by regulatory reforms. According to Activist Insight Monthly, we have worked on more shareholder activism situations than any other proxy solicitor since our inception. In earlier days, corporate governance and shareholder engagement had been a "back. Forms of Shareholder Activism. Charlie will work side by side with Michael Verrechia, also a Managing Director in the firm's Activism & Contested Situations Advisory Group. is an independent global business advisory firm dedicated to helping organizations manage. Increasingly, large institutions are moving away from strict adherence to advisory firms such as ISS and towards an internal process that incorporates ISS or other reports into a broader decision-making process, which includes input from the company. Several hundred new activist hedge funds—on the aggressive end of the activism spectrum—have launched in the past decade, and their assets under management are surging. More thought is needed about changing its nature from advisory to binding, as the degree of. Highlights: 2018 saw a five-year high in global shareholder activism activity. The concept of …. The Stigler Center will host a panel on the prevalence of shareholder activism and how to improve corporate oversight on May 3rd. Shareholder resolution. It is the largest such firm, with over 61 percent of the business. Included among its activist assignments this year is being retained by hedge fund Marcato Capital Management LP in August to serve as financial. Is your company prepared to: · Manage a call from Carl Icahn, Pershing Square, Starboard Value or one of more than 200 other activists?. An increase in the volume of shareholder activism over the next 12 to 24 months is expected by a majority of both US-based corporate and US-based activist respondents. The practice of activism has evolved, its players have grown more sophisticated, and companies and their communications teams must evolve in turn to effectively defend themselves from potential attack. , a proxy advisory firm, recommended support for the climate initiative because it would "place market discipline over management for continued improvement. Shareholder activism should encourage boards to step up their investor engagement oversight efforts, and be open to not only listening to shareholders, but also to collecting input from them. Governance is only a means to an end, not the end itself. 119; Stanford University Graduate School of Business Research Paper No. Literature on activism (organized by topics) List of advisors and specialists Over 200 sample documents from activist campaigns: DE220 letters Letters to management Shareholder proposals Proxy solicitation materials Settlement agreements Shareholder Activism Report Best Practices and Engagement Tools for Public Companies. Australia is second only to the USA for the number of companies targeted by activists each year, if you think it can’t happen to you, think again. RECOMMENDATIONS by shareholder advisory Pirc to consider voting Glencore chairman, Tony Hayward, off the board went unheeded today.