Shareholder rebellion

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Shareholder rebellion occurs when the owners of a corporation work to throw out management or oppose their decisions. Shareholder rebellion may occur at an annual general meeting or through a proxy battle. Shareholders may also threaten to collapse a firm's stock price through concentrated selling. [1] In 1998, the Rockefeller family led a shareholder revolt against Exxon over its climate change policy. [2] In 2005, Michael Eisner retired after Walt Disney's nephew, Roy Disney, led a shareholder revolt, claiming Eisner was a micromanager who had caused a creative brain drain. [3] In 2010, BP [4] and Shell faced a shareholder revolt over their Canadian tar sands policy. [5]

Contents

Recently, shareholder rebellions have occurred over the issue of executive compensation at Cable and Wireless [6] and Shell; [7] Shell in response unveiled a plan to curb executive compensation and bonuses. [8] According to some analysts, institutional shareholders have been lax about holding management accountable because they were concentrating on picking correct stocks rather than protecting their interests in the stocks they owned. [9]

Shareholder revolts are becoming more common, with a record number of advisory “Say on Pay” votes in the US failing to win majority support in 2018. [10]

History

On 24 January 1609, Amsterdam-based businessman Isaac Le Maire filed a petition against the Dutch East India Company (VOC), marking the first recorded expression of shareholder activism or shareholder rebellion. [11] [12] [13] [14] [15] [16]

See also

Related Research Articles

<span class="mw-page-title-main">Dutch East India Company</span> 1602–1799 Dutch trading company

The United East India Company and commonly known as the Dutch East India Company, was a chartered trading company and the first joint-stock company in the world. Established on 20 March 1602 by the States General of the Netherlands existing companies, it was granted a 21-year monopoly to carry out trade activities in Asia. Shares in the company could be bought by any resident of the United Provinces and then subsequently bought and sold in open-air secondary markets. The company possessed quasi-governmental powers, including the ability to wage war, imprison and execute convicts, negotiate treaties, strike its own coins, and establish colonies. Also, because it traded across multiple colonies and countries from both the East and the West, the VOC is sometimes considered to have been the world's first multinational corporation.

<span class="mw-page-title-main">Michael Eisner</span> American business executive (born 1942)

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<span class="mw-page-title-main">Roy E. Disney</span> Senior executive for The Walt Disney Company (1930–2009)

Roy Edward Disney KCSG was an American businessman. He was the longtime senior executive for the Walt Disney Company, which was founded by his uncle, Walt Disney, and his father, Roy O. Disney. At the time of his death, he held more than 16 million shares, and served as a consultant for the company, as director emeritus for the board of directors. During his tenure, he organized the ousting of two top Disney executives: Ron W. Miller in 1984 and Michael Eisner in 2005.

Shareholder activism is a form of activism in which shareholders use equity stakes in a corporation to put pressure on its management. A fairly small stake may be enough to launch a successful campaign. In comparison, a full takeover bid is a much more costly and difficult undertaking. The goals of shareholder activism range from financial to non-financial. Shareholder activists can address self-dealing by corporate insiders, although large stockholders can also engage in self-dealing to themselves at the expense of smaller minority shareholders.

<span class="mw-page-title-main">Shell Canada</span> Canadian regional subsidiary of Shell plc

Shell Canada Limited is the principal Canadian subsidiary of British energy major Shell plc and one of Canada's largest integrated oil companies. Exploration and production of oil, natural gas and sulphur is a major part of its business, as well as the marketing of gasoline and related products through the company's approximately 1,800 stations across Canada.

<span class="mw-page-title-main">Bob Iger</span> American business executive (born 1951)

Robert Allen Iger is an American media business executive who serves as the chief executive officer (CEO) of The Walt Disney Company. He previously served as the President of the American Broadcasting Company (ABC) between 1994 and 1995 and as president and chief operating officer (COO) of Capital Cities/ABC, from 1995 until its acquisition by Disney in 1996. Iger was named president of Disney in 2000 and succeeded Michael Eisner as CEO in 2005, until his contract expired in 2020. He then served as executive chairman until his retirement from the company on December 31, 2021. After his exit from the company, Iger served, at the company's request, as an advisor to his successor. Iger was awarded $2 million per year for such advice. However, at the request of Disney's board of directors, Iger returned to Disney as CEO on November 20, 2022, following the unscheduled and immediate dismissal of his appointed successor, Bob Chapek. In July 2023, Disney renewed Iger's contract until 2026.

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Say on pay is a term used for a role in corporate law whereby a firm's shareholders have the right to vote on the remuneration of executives. In the United States this provision was ushered in when the Dodd Frank Act Wall Street Reform and Consumer Protection Act was passed in 2010. While Say on pay is a non-binding, advisory vote, failure reflects shareholder dissatisfaction with executive pay or company performance.

<span class="mw-page-title-main">BP</span> British multinational oil and gas company

BP p.l.c. is a British multinational oil and gas company headquartered in London, England. It is one of the oil and gas "supermajors" and one of the world's largest companies measured by revenues and profits. It is a vertically integrated company operating in all areas of the oil and gas industry, including exploration and extraction, refining, distribution and marketing, power generation, and trading.

<span class="mw-page-title-main">Shell plc</span> British multinational oil and gas company

Shell plc is a British multinational oil and gas company headquartered in London. Shell is a public limited company with a primary listing on the London Stock Exchange (LSE) and secondary listings on Euronext Amsterdam and the New York Stock Exchange. A core component of Big Oil, Shell is the second largest investor-owned oil and gas company in the world by revenue, and among the world's largest companies out of any industry. Measured by both its own emissions, and the emissions of all the fossil fuels it sells, Shell was the ninth-largest corporate producer of greenhouse gas emissions in the period 1988–2015.

<span class="mw-page-title-main">Association of BellTel Retirees</span>

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<span class="mw-page-title-main">Beaver Lake Cree Nation</span> Canadian First Nation

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References

  1. John C. Coffee, Jr. (October 1991), "Liquidity versus Control: The Institutional Investor as Corporate Monitor", Columbia Law Review, 91 (6): 1277–1368, doi:10.2307/1123064, JSTOR   1123064
  2. Clark, Andrew (19 May 2008). "Exxon facing shareholder revolt over approach to climate change". The Guardian . London.
  3. Lubove, Seth; Fixmer, Andy (13 March 2010). "Brain-eating zombies invade Disney in Iger plan to win boy fans". The Seattle Times.
  4. "Now BP Faces Shareholder Revolt over Tar Sands". 8 February 2010.
  5. MacAlister, Terry (18 January 2010). "Shell faces shareholder revolt over Canadian tar sands project". The Guardian. London.
  6. Wachman, Richard (11 March 2010). "Cable & Wireless facing shareholder revolt over executive pay". The Guardian. London.
  7. "Shell Shareholder 'Rebellion' Leads To New Limits on Executive Pay, Bonuses". HuffPost. 16 February 2010.
  8. "Shell unveils plans to curb executive pay, bonuses - Yahoo! Finance". finance.yahoo.com. Archived from the original on 5 November 2011.
  9. "Time for a shareholder revolt". Reuters. 27 October 2009. Archived from the original on 29 October 2009.
  10. "Season's Meetings: Record Failed Say-on-Pay votes this proxy season" (PDF). Proxy Monthly. July 2018. Retrieved 4 December 2019.
  11. Frentrop, Paul (2009). The First Known Shareholder Activist: The Colorful Life and Times of Isaac le Maire (1559–1624), in Frentrop/Jonker/Davis 2009, 11–26
  12. Frentrop, Paul; Jonker, Joost; Davis, S. (ed.), (2009). Shareholder Rights at 400: Commemorating Isaac Le Maire and the First Recorded Expression of Investor Advocacy (The Hague: Remix Business Communications, 2009)
  13. Gelderblom, Oscar; De Jong, Abe; Jonker, Joost (2010). Putting Le Maire into Perspective: Business Organization and the Evolution of Corporate Governance in the Dutch Republic, 1590–1610, in J. Koppell, ed., Origins of Shareholder Advocacy. (New York: Palgrave Macmillan)
  14. McRitchie, James (6 October 2011). "Will UNFI Go Virtual-Only Again? Not if Shareowners Just Say No". CorpGov.net. Retrieved 28 December 2016.
  15. Mueller, Dennis C. (ed.), (2012). The Oxford Handbook of Capitalism, p. 333. (New York: Oxford University Press)
  16. Hansmann, Henry; Pargendler, Mariana (2013). The Evolution of Shareholder Voting Rights: Separation of Ownership and Consumption. (Yale Law Journal, Vol. 123, pp. 100–165, 2014)