Advising the Management: A Theory of Shareholder Engagement

Aug 25, 2018

Working Paper No. 00155-00

communication heterogeneous beliefs ownership structure shareholder engagement advice managerial learning cheap talk passive funds advisory voting index funds
We study the effectiveness of shareholder engagement, that is, shareholders communicating their views to management. When shareholders and management have different beliefs, each shareholder engages more effectively when other shareholders engage as well. A limited shareholder base can thus prevent effective engagement. However, a limited shareholder base naturally arises under heterogeneous beliefs because investors who most disagree with management do not become shareholders. Passive funds, which own the firm regardless of their beliefs, can counteract these effects and improve engagement. When shareholders' and management's preferences are strongly misaligned, shareholders' engagement decisions become substitutes and the role of ownership structure declines.

Ali Kakhbod

Ali Kakhbod

UC Berkeley

Uliana Loginova

Uliana Loginova

Andrey Malenko

Andrey Malenko

Boston College

Nadya Malenko

Nadya Malenko

Boston College