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		<title>On becoming an «activist board»&#8230; In the age of activist shareholders</title>
		<link>https://igopp.org/en/on-becoming-an-activist-board-in-the-age-of-activist-shareholders/</link>
		<comments>https://igopp.org/en/on-becoming-an-activist-board-in-the-age-of-activist-shareholders/#respond</comments>
		<pubDate>Mon, 12 Jun 2017 19:57:55 +0000</pubDate>
		<dc:creator><![CDATA[IGOPP Site web]]></dc:creator>
				<category><![CDATA[Books]]></category>
		<category><![CDATA[Actionnaires]]></category>
		<category><![CDATA[Activism]]></category>
		<category><![CDATA[Activisme]]></category>
		<category><![CDATA[Gouvernance créatrice de valeurs]]></category>
		<category><![CDATA[Hedge funds]]></category>
		<category><![CDATA[Parties prenantes]]></category>
		<category><![CDATA[Shareholders]]></category>
		<category><![CDATA[Stakeholders]]></category>
		<category><![CDATA[Value-creating governance]]></category>

		<guid isPermaLink="false">https://igopp.org/on-becoming-an-activist-board-in-the-age-of-activist-shareholders/</guid>
		<description><![CDATA[After some 15 years of tweaking and polishing the theory and practice of “good” governance, perfectly independent board members remain surprise-prone, estranged from the goings-on in the company, partially informed and lacking the wherewithal to challenge management. No doubt that the legitimacy and credibility of boards have suffered as a result. In the current age, [&#8230;]]]></description>
		<content><![CDATA[After some 15 years of tweaking and polishing the theory and practice of “good” governance, perfectly independent board members remain surprise-prone, estranged from the goings-on in the company, partially informed and lacking the wherewithal to challenge management. No doubt that the legitimacy and credibility of boards have suffered as a result.

In the current age, institutional shareholders have all become “activist” investors. Some funds make it their mission to push aggressively on boards of directors to implement measures that they (the activists) deem likely to boost stock prices. Other funds may be less vocal and less aggressive but will support the “activist” funds as well as put forth their own expectations in private meetings with management and the boards.

Boards will have to raise their game, move to a value-creating sort of governance. Corporate boards of the future will have to also become “activists” in their quest for information, their willingness to stand up to short-term pressures and their ability to question management’s strategies, compensation and performances.

This book proposes a “revolutionary” form of governance building on some of the steps taken by the more thoughtful boards: more involvement in strategy making, creation of ad hoc committees, more substantive training for board members and their extensive exposure to all facets of the business, independently sourced information transmitted to board members, etc. But that does not suffice, as this book demonstrates.

Getting to a more effective form of governance will call upon unusual, even controversial, measures by boards. It will also require institutional investors to change a number of their policies and practices and for governments to level the playing field.

This book makes, we believe, a forceful case for a different kind of governance system capable of delivering long-term value to all stakeholders and to society at large.
]]></content>
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		<item>
		<title>A Capitalism Of Owners</title>
		<link>https://igopp.org/en/a-capitalism-of-owners/</link>
		<comments>https://igopp.org/en/a-capitalism-of-owners/#respond</comments>
		<pubDate>Tue, 24 Jan 2012 20:26:24 +0000</pubDate>
		<dc:creator><![CDATA[mlamnini]]></dc:creator>
				<category><![CDATA[Books]]></category>
		<category><![CDATA[Regulation]]></category>
		<category><![CDATA[Stakeholders]]></category>
		<category><![CDATA[Value-creating governance]]></category>

		<guid isPermaLink="false">http://aimta712.org/?p=1613</guid>
		<description><![CDATA[At a time when the political and financial elite gathered at Davos frets about the failures of capitalism and the need for its reform, Professors Yvan Allaire and Mihaela Firsirotu, in a new book titled &#8220;A Capitalism of Owners &#8220;, propose an action plan to change fundamentally the way capitalism has come to work. We must bring back [&#8230;]]]></description>
		<content><![CDATA[At a time when the political and financial elite gathered at Davos frets about the failures of capitalism and the need for its reform, Professors Yvan Allaire and Mihaela Firsirotu, in a new book titled "A Capitalism of Owners ", propose an action plan to change fundamentally the way capitalism has come to work. We must bring back some level of trust and loyalty within and around companies, a long term perspective in their management and governance as well as due consideration of the stakeholders that give companies their legitimacy and purpose.

Their new book contains "tales of financial markets" to make clear and tangible how financial markets have offered corporate executives a Faustian bargain and infected with greed all nooks and crannies of civil society.

The authors lead a frontal assault on the neoliberal policies of weak governments and free-for-all markets. They describe, and illustrate with several examples, the corrupting logic of financial markets.

They make the case that a society will work best when there are diverse forms of business ownership, from family controlled companies, cooperatives, corporations with controlling shareholders and so on.

They propose changing the rules of "corporate democracy" for the widely held, stock- exchange listed corporations.

In an extensive chapter, the authors examine the issue of executive compensation and make several radical recommendations to "spin a new economic web of motivations and incentives".

The book calls on governments to set a level playing field, to adopt a policy of "reciprocity" in their dealings with other governments.

"No doubt, write the authors, that some of their policy suggestions will generate great resistance and be met with scepticism or fatalism. But, in a truly democratic political system, these policies, if enacted, would bring some sanity back to our economic system."

Indeed, the recommendations of the authors are aimed at giving back to civil society a sense of ownership of the business firms operating in its midst, to make them accountable for their socio-economic role and environmental responsibility as well as shape an energetic role for the public sector.

For, indeed, our economic system is the outcome of political decisions, not the product of some transcendental force.

Humans designed this system; humans can change it.
]]></content>
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		<title>Black Markets and Business Blues</title>
		<link>https://igopp.org/en/black-markets-and-business-blues-2/</link>
		<comments>https://igopp.org/en/black-markets-and-business-blues-2/#respond</comments>
		<pubDate>Wed, 10 Jun 2009 20:47:46 +0000</pubDate>
		<dc:creator><![CDATA[mlamnini]]></dc:creator>
				<category><![CDATA[Books]]></category>
		<category><![CDATA[American governance]]></category>
		<category><![CDATA[Ethics]]></category>
		<category><![CDATA[Financial crisis]]></category>

		<guid isPermaLink="false">http://aimta712.org/?p=1620</guid>
		<description><![CDATA[This book tells a sad tale. This is the tale of how and why the U.S. financial  system and the American  model of corporations, touted as examples for the rest of the world,  have proven fragile and destructive. It is the tale of how, over the last thirty years, financial markets became populated by funds [&#8230;]]]></description>
		<content><![CDATA[This book tells a sad tale. This is the tale of how and why the U.S. financial  system and the American  model of corporations, touted as examples for the rest of the world,  have proven fragile and destructive. It is the tale of how, over the last thirty years, financial markets became populated by funds of all sorts, operators of every breed, speculators  of every stripes, and have taken control of publicly listed corporations.

This tale tells of the consequences: short-term management of companies, greed in and around corporations, the loss of loyalty and commitment  within companies, weak governance ...

This sytem crashed in the fall of 2008. This is the time and opportunity , write the authors, for societies and their governements to make radical changes before the shaken, destabilized maestros of finance recover their aplomb ...

What is required, according to the authors, is a new capitalism , a capitalism based on forms of business ownership and compensation which will maintain or bring back some level of trust and loyalty within companies, a long term perspective in their management  and a due consideration of the stakeholders that give companies their legitimacy and purpose.

The authors argue persuasively for a set of policies that will bring about this new form of capitalism, one that yields and countenances the good society.
]]></content>
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		</item>
		<item>
		<title>Beyond Monks and Minow</title>
		<link>https://igopp.org/en/beyond-monks-and-minow/</link>
		<comments>https://igopp.org/en/beyond-monks-and-minow/#respond</comments>
		<pubDate>Wed, 03 Dec 2008 20:40:02 +0000</pubDate>
		<dc:creator><![CDATA[mlamnini]]></dc:creator>
				<category><![CDATA[Books]]></category>
		<category><![CDATA[Ethics]]></category>
		<category><![CDATA[Value-creating governance]]></category>

		<guid isPermaLink="false">http://aimta712.org/?p=1617</guid>
		<description><![CDATA[The distember of our times and investors&#8217; belated outrage has turned corporate governance into a growth industry. Along with much hand wringing, disconsolate essays on ethics, host of new rules and regulations have come the banal and the trivial, invariably trotting on the allure of a surging. The essays contained in this monograph were written à [&#8230;]]]></description>
		<content><![CDATA[The distember of our times and investors' belated outrage has turned corporate governance into a growth industry. Along with much hand wringing, disconsolate essays on ethics, host of new rules and regulations have come the banal and the trivial, invariably trotting on the allure of a surging.

The essays contained in this monograph were written à chaud over the period of January 2002 to June 2003 as the debate was raging over the causes of this latest round of financial fiascos and over the prosper measures to prevent a recurrence. The leitmotiv of our texts is that we must seek the root causes for what happened before launching into poorly conceived, and ultimately self-defeating, crusades.

We are at great risk to experience again the perverse effects of good intentions.

Public censure and exacerbated fiduciary governance will easily turn corporations into sterile bureaucracies, devoid of risks as well as of growth and innovation. Corporate executives may well become again secure and timid functionaries, intent on never committing any sin of action but only sins of omission, as the later rarely leads to any sanction.

Board of director, staffed with independent "governors", are expected to assert their authority over management; they will come to share with executives a new risk aversion and a positive loathing for any initiative  with large upside but potential downside. Their reputation is at stake; it can only be damaged by initiatives that turn sour and will be little enhanced by the success of risky initiatives.

The theme of this monograph is that it does not have to be this way. Prosper corporate governance can and should be creating value for shareholders. There are ways of coping with the fundamental flaw of governance:

the asymmetry of information and expertise between board members and management. There are ways of compensating executives that will work better than stock options; and if we keep options, there are ways of making them work much better.

"Good" corporate governance calls for a fundamental re-arrangement of the ways board members are selected and elected; it requires a new breed of board members, attuned to the exigencies of market-driven corporations and truly knowledgeable about the company's economics, issues and challenges. It is not too much to ask; it is indeed very feasible; we hope this short monograph will make a significant contribution in showing the way forward!
]]></content>
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