Article: Inventing Corporate Governance: The Mid-Century Emergence of Shareholder Activism Journal: Journal of Business and Management (JBM) 2002 Vol.8 No.4 pp.365 - 389 Abstract: Accounts of the history of shareholder activism have tended to give the early 'gadflies' less attention than they deserve. Not only were they celebrated in their own time, they raised issues still relevant today. Between 1933 and 1953, these gadflies confronted corporate managers on board composition, executive compensation, moderate and militant views on corporate social responsibility, labor disputes, and the selection of auditors. Moreover, they achieved a number of procedural reforms now taken for granted, including the proxy resolution and the annual report. They achieved what they did through careful strategizing that included confronting management at annual meetings, garnering favorable publicity in the media, networking with like-minded (if more passive) investors, and arguing for and defending shareholder rights at the SEC and in court. When issues of corporate governance and responsibility resurfaced in later years, the new activists would make use of the precedents set by these pioneers. Inderscience Publishers - linking academia, business and industry through research

Title: Inventing Corporate Governance: The Mid-Century Emergence of Shareholder Activism

Authors: Richard Marens

Addresses: Author address listing can be found in the "About the Authors" section at the end of the article.

Abstract: Accounts of the history of shareholder activism have tended to give the early 'gadflies' less attention than they deserve. Not only were they celebrated in their own time, they raised issues still relevant today. Between 1933 and 1953, these gadflies confronted corporate managers on board composition, executive compensation, moderate and militant views on corporate social responsibility, labor disputes, and the selection of auditors. Moreover, they achieved a number of procedural reforms now taken for granted, including the proxy resolution and the annual report. They achieved what they did through careful strategizing that included confronting management at annual meetings, garnering favorable publicity in the media, networking with like-minded (if more passive) investors, and arguing for and defending shareholder rights at the SEC and in court. When issues of corporate governance and responsibility resurfaced in later years, the new activists would make use of the precedents set by these pioneers.

Keywords: Corporate governance; shareholder activism; gadflies; board composition; proxy resolution.

DOI: 10.1504/JBM.2002.141092

Journal of Business and Management, 2002 Vol.8 No.4, pp.365 - 389

Published online: 05 Sep 2024 *

Title: Inventing Corporate Governance: The Mid-Century Emergence of Shareholder Activism

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