Hedge Funds as Activist Shareholders: Passing Phenomenon or Grave-Diggers of Public Corporations?

Abstract

The recent wave of corporate scandals has placed corporate executives and boards of directors in the cross hairs of public opinion. However, the tactics of some new wave investors, particularly some breed of hedge funds (which would be more aptly called speculative funds), and their relentless efforts to commoditize industrial firms may bring the investor community under closer scrutiny. By their very actions and successes, hedge funds of the speculative kind are raising a number of very serious issues about the future of corporations and even about their impact on the industrial structures of countries.This paper stresses several points and arguments made by key researchers:1. The realities of contemporary stock markets are made of high stock churn rate, short holding period, vote buying activities, record date capture, short selling, stock lending, huge volume of stock derivatives, fairly long period of time between record date and date of annual meeting. As a result, the common assumptions underlying corporate democracy have been made obsolete; the huge volume of share trading by hedge funds is a major contributing factor to these developments;2. Some variants of hedge funds are now in the business of pressuring management and directors to undertake actions they deem likely to boost share prices; to enhance their ability to achieve their ends, they take full advantage of the anomalies and imperfections of corporate democracy;3. A significant presence in the shareholder base of a company of short-term, transient investors does have an impact on the way a company is managed;4. In the contemporary world of finance, the one-share/one-vote incantation rings hollow; it may be sub-optimal and a source of serious distortions;5. Unfettered trading in the control of companies, as if they were a commodity, a metal, or a piece of commercial real estate, may be the goal of some players in the financial markets; but the aggressive pursuit of that goal may bring about government policies and popular attitudes far less beneficial to reasonable investors.This paper reviews the range of options proposed to curtail their ability to do harm. As documented by Black and Hu (2006a,b) and Martin and Partnoy (2005), their ability and willingness to capitalize on the weaknesses of corporate democratic processes raise serious issues, which have led to calls for measures to fence in these funds and limit the damages they may inflict on societies.