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Purpose – This chapter presents the results of an exploratory study carried out on activist institutional investor strategies. It aims to identify the way in which different types of institutional investors are reacting to new institutional pressures in the French context.

Design/methodology/approach – Our methodology is based on a series of semi-directive interviews, combined with additional relevant data.

Findings – The interpretation of results makes use of institutional theory, more specifically the work of Oliver (1991). Our study shows that active institutional investors may opt for different responses when confronted with new institutional pressures, and that these responses would seem to depend on antecedents underlined by Ryan and Schneider (2002), which in turn depend on the nature of their business relationships with the firm in which they invest. Whereas pressure-sensitive investors (such as banks and insurance companies) generally adopt acquiescence responses, pressure-resistant investors (such as pension funds and investment funds) pursue joint strategies of co-optation, influence or control with key actors such as local and international proxy advisors and French investor associations. Acting conjointly, certain pressure-resistant investors are often considered as institutional entrepreneurs in that they initiate changes and actively participate in the implementation of new norms in the field of shareholder activism in the French context. In parallel to this ongoing professionalization, other pressure-resistant investors such as activist hedge funds seem to lack sufficient legitimate power to be effective.

Originality/value – This chapter illustrates that the level of institutional investor activism depends largely on the relevant national legal framework. It also shows how institutional investor coalitions take advantage of new institutional pressures to enhance their legitimacy or increase the effectiveness of their action.

Purpose – Institutional investors are facing increased pressure and threats of legislation from the European Union to abandon passive ownership strategies. This chapter investigates the legal prerequisites for active ownership among institutional investors in two Scandinavian countries to highlight differences in the legal framework that potentially account for apparent dissimilarities in the practice of shareholder activism.

Design/methodology/approach – Data on shareholder proposals from Danish and Swedish annual general meetings from 2006 throughout 2010 suggest that institutional investors are approximately a thousand times more active in Sweden than in Denmark.

Findings – The comparative study of the legal framework for shareholder activism shows diminutive legal distance in general, however, we find that the shareholder-based nomination committee employed in Sweden constitutes an exception. This is relevant, as such a setup transfers power from the board of directors to the owners. Presumably, this reduces the impact of free-rider and collective action problems, and increases the shareholders’ inclination to make proposals, which is also what we find. Moreover, we find other differences in the legal framework that support the transfer of power to the owners.

Research implications – We contribute to literature by investigating the importance of local governance mechanisms created by the legal framework – an area where research is scarce. The chapter discusses how two classical theoretical dilemmas – free-rider problems and collective action problems among shareholders – can be reduced by the implementation of local corporate governance elements.

Originality/value – The chapter outlines the actual practice of shareholder activism, in terms of proposals, in Denmark and Sweden, and highlights divergent legal elements which theoretically transfer power to the shareholders. Thus, regulators should be aware of the impact by local governance mechanisms, and how shareholders react under different legal prerequisites.

Grahl (2006) has commented that current manifestations of institutional shareholder activism are limited by the rise of the shareholder value doctrine in EU member states and the absence of strong legal frameworks restraining corporate practice. Survey studies have pointed to a generally muted response to legislative encouragement that financial institutions engage in reformist activist practices. Several studies have attempted to measure the effect of legislation calling on financial institutions to disclose the extent of their involvement with companies in which they have invested. All such studies have concluded that strong shareholder activism policy would require adjustments to the manner of remuneration of investment managers and intermediaries. For example, a study of pension fund reporting immediately following the introduction of British legislation in 2000 found that most surveyed organisations had disclosed the use of ‘social considerations’ in investment processes (Mathieu, 2000), with little more added by way of elaboration. (The latter observation is also couched a high non-response rate (67 per cent).) More recent studies demonstrate the struggle of pension funds in this regard. Pension funds have tended to follow conservative ‘hands-off’ ownership strategies, whereas activist approaches typically require a very different ‘hands-on’ approach (Johnson & De Graaf, 2009; Eurosif, 2010).

Purpose – Investor activism is the attempt by a dissident shareholder to alter firm behavior by filing a shareholder resolution with the firm. Faced with a shareholder resolution, management can either oppose it or attempt to negotiate a settlement. This study examines the factors that would cause a firm to adopt a compromise position with a dissent investor.

Methodology – A logistic regression is run in which the result of the shareholder resolution (whether or not a compromise has been researched) is a function of the topic of the resolution, the proposer of the resolution, and the firm’s history of compromising on previous shareholder resolutions. The model is tested using a sample of 762 shareholder resolutions filed in Canada over an eleven-year period from 2000 to 2010.

Results – The results indicate that compromise is more likely to occur when the shareholder resolution addresses an environmental or social responsibility issue, and when the dissident shareholder is an investment or mutual fund.

Practical implications – Institutional and mutual funds control the financial resources necessary for the firm’s survival. As such, firms are more likely to compromise when these powerful investors put forward shareholder resolutions. Furthermore, firms are more likely to compromise when the resolution does not address the core activities of the firm.

Originality – This study examines the factors that encourage Canadian firms to adopt a compromising strategy when confronted by dissident shareholders.

Purpose – Responsible investor (RI) engagement seeks to change corporate strategic priorities while balancing the financial imperative. This chapter uses an institutional theory framework to explore the tension between financial performance and environmental, social, and governance (ESG) issues in RI engagement.

Methodology – Discourse of the proponent, supporters and opponents of Australia’s first climate change shareholder resolution – a minority proposal, will be analyzed using framing analysis.

Findings – Framing indicated that the discourse emphasized the dominant financial performance logic while often omitting the ESG logic. One possible explanation is that the process of shareholder proposal nomination and the financial imperative of investment organizations effectively co-opted the engagement.

Research limitations – A case of responsible investment engagement is used to illustrate multiple logics in the investment field. Although there are significant limitations to drawing inferences from a single example, the discussion is relevant to RI support for engagement initiatives such as the UN Principles of Responsible Investment clearinghouse and Carbon Disclosure Project Carbon Action. This chapter argues that attempts to change corporate strategic actions on climate change by RI through engagement will be less effective while the financial performance logic provides relatively more legitimacy to investors.

Practical implications – Integrating the ESG logic with the financial logic is vulnerable to co-optation due to incommensurability. Operationalizing both logics requires establishing a boundary between ESG and financial logics to develop legitimacy.

Social implications – RI engagement on climate change has the potential to be an important part of the social response to the sustainability agenda.

Originality – In applying institutional theory to RI climate change activism this chapter presents original insights into the potential of engagement to effect change.

Purpose – Study the impact of the heterogeneity of institutional investors, evident in their investment horizon, on firm credit ratings.

Methodology/approach – Use a large sample of U.S. firms over the period from 1985 to 2006 (20,670 U.S. firm-year observations) to empirically investigate the relationship between institutional investment horizon and firm credit ratings. Test whether institutional investors with long-term investment horizon are associated with important monitoring and informational roles and thus higher credit ratings.

Findings – Stable shareholdings and relationship investing of institutional investors contribute to their monitoring and informational roles and result in higher firm credit ratings. Namely, ownership stakes of long-term institutional investors are associated with higher firm credit ratings than those of short-term institutional investors. In addition, the predominance and number of institutional investors with a long-term investment horizon affect firm's agency costs and information quality.

Social implications – Institutional monitoring incentives seem to be susceptible to the heterogeneity of institutional investors. The results point to the benefits of the long-term investment horizon of institutional investors (beyond their shareholdings) that seem to be associated with more efficient monitoring and thus reduced managerial myopia and opportunism.

Originality/value of the chapter – This is the first work to provide evidence on the extent to which the heterogeneity of institutional investors, evident in their investment horizon, alters firm's credit ratings.

Whether institutional investors monitor corporations and improve firm value is a key question for corporate governance and investment management. I find little empirical support for the hypothesis that institutions undertake monitoring that increases firm quality and valuation. Granger causation tests show that while quality firms do attract institutional investment, institutions do not monitor and firm value subsequently declines. Instead, institutional incentives are critical; some institutions with strong incentives to monitor do, indeed, monitor. Institutions with concentrated portfolios successfully monitor while institutions with a larger percentage stake do not. Pensions and endowments are better monitors than insurers, banks and mutual funds.

Purpose – We develop a theoretical model to analyze the role that financial conglomerates may play in reducing agency costs in target firms.

Methodology/Approach – We develop a model to analyze the activism of a financial conglomerate (that includes investment banking besides mutual fund management activities) in monitoring the managers of a listed firm. The specific problem we study is this: should the managers of a listed company undertake a new project within the firm or should they develop it outside of the firm with the help of a bank? Should or not the financial conglomerate help the managers undertake the project outside of the existing firm at the expenses of the investors of the mutual fund that it manages, but collecting fees from the investment banking activities?

Findings – It will be attractive to both the financial conglomerate and the managers to develop the project outside of the firm if the fees charged by the financial conglomerate for the provision of investment banking services are within a certain range. However, a more intense reaction to performance from the fund investors will translate to a greater space of converging interests between the conglomerate shareholders and mutual fund investors. Additionally, if fees earned by the mutual fund company are a large source of income for the conglomerate, then the lower will be its tendency to assist the managers.

Social implications – From a regulatory standpoint, the implementation of measures aimed at transferring capital between funds without cost would allow mutual fund investors to intensify their reaction to fund performance, therefore increasing the likelihood of lower agency costs. We also conclude that supervisory authorities should pay special attention to the banking relationships of firms and banks to whom the asset management component is secondary and with smaller direct stakes in the said firm.

Originality/Value of paper – We develop a theoretical framework to explain the absence of activism of institutional investors integrated in financial conglomerates in the governance of listed firms.

This study empirically examines the relationship between institutional ownership and innovation activity in the unique setting of the clinical trials for US biopharmaceutical companies. We used multiple statistical techniques in the period from 1990 through 2006 for firms in the biopharmaceutical industry to examine this relationship. Contrary to the widely believed relationship discussed in the literature, our findings suggest that institutional investors vary in their reactions to innovative progress. Specifically, we find that institutional investors with a long-term investment horizon (i.e., dedicated owners) increase their holdings of a firm’s equity as the number of the firm’s products increases in phases I and II of FDA clinical trials. These findings are robust for heteroskedasticity and autocorrelation as well as for different operationalizations of the change of institutional ownership.