Wednesday, February 23, 2011

The Exercise of Shareholder Democracy

Yields majority shareholding reforms at Apple.    A favorite child of activist institutional investors like the CALPERS and TIAA-CREF pension funds, majority voting measures prevent the election of directors without the votes of a majority of shareholders.  And rumor is that more reforms are on the way in many publicly traded companies.

Without such reforms, directors can be elected, theoretically, by just one vote, i.e., the majority of shareholders that bother to vote.    Most shareholders, like most Americans, don't bother voting.

The result is a system of political entrenchment, especially as individual shareholders have to first pester their brokers to exercise proxies on their behalf.

Before we throw any parties, though -- activist investors, at least in American firms, are focusing their activities only on voting reforms.  It is still up to them to elect directors that will do something good for the world.

And as do-gooder investors like CALPERS and TIAA-CREF represent only a small minority of share ownership, we can have every expectation that directors will be still judged and selected by short term share price.