The investing world today may be a global marketplace, but not every country is playing by the same set of rules when it comes to shareholder activism.
Many companies and governments increasingly are citing nationalistic concerns to do what they can to curtail investors' influence over business, even as more money is flowing into stock markets around the world.
Such barriers mean investors have little sway over the companies they own even if their suggestions could improve operations. That might just be the point, but there are risks that this could backfire.
Proxy fights, in which shareholders can offer up ideas to change how business is done without any agreement from management, have surged in recent years in the United States. Companies from Time Warner Inc. to H.J. Heinz Co. have come under attack and been forced to make changes to appease the complaining shareholders.
Activism abroad still remains limited, largely due to cultural issues. In many parts of the world, consensus-building is favored to foster change, rather than shareholders going after corporate managers in contentious, public forums. Many countries also don't like the idea of outsiders influencing how business is done on their soil because of potential economic effects.
But shareholders - especially those from the United States and Britain - don't want to be passive. If they don't like how business is being done, they want to try to change things.
That's evident by the surge in shareholder proposals in some markets. In Europe, for instance, a total of 299 proposals were filed at continental European companies through June 30, which traditionally marks the end of the European proxy season. While that is less than a third of the number filed in the United States, it represents a 25 percent increase in Europe over the same period a year ago, according to Institutional Shareholder Services, a proxy-advisory firm.
Just last month, the Dutch supermarket chain Royal Ahold became the target of dissident shareholders advocating drastic changes to its corporate structure. Among the suggestions coming from the shareholders - the U.S. investment fund Paulson & Co. Inc. and Britain's Centaurus Capital Ltd. - is to sell Ahold's U.S. assets, which constitute two-thirds of the grocery chain's business through its Stop & Shop, Tops and Giant chains.
It's too soon to know the outcome of that fight, but surely both sides are looking at another Dutch investor battle for hints since activism is rare in the Netherlands.
That has to do with the clash at VNU, a company best known for its Nielsen's television ratings. Last November, a group of mostly U.S. institutional shareholders blocked VNU from carrying out a $6.8 billion bid to buy IMS Health Inc., and then rejected a buyout offer in March from an investor consortium. It was only after that deal was sweetened that shareholders agreed to the $9.7 billion buyout.
Another part of the world under close watch is South Korea, where a big shareholder victory this summer at cigarette manufacturer KT&G Corp. surprised many.
An investor group led by U.S.-based fund managers Warren Lichtenstein and Carl Icahn had been pressing KT&G Corp. all year for concessions in a fight that the South Korean media has portrayed in nationalistic terms. Those shareholders even floated the possibility that they were ready to purchase the company, which raised alarm bells because there has never been an unsolicited buyout of a local company by foreign investors in South Korea.
Their tactics worked: KT&G in August said it would spend the equivalent of $2.9 billion over the next three years to improve its returns to shareholders through measures including dividend increases, selling real-estate holdings and stock buybacks.
Is it a sea change in Asian activity or a one-off to the rule? said Chris Young, who heads mergers and acquisition research at ISS. That's something we will be watching closely.
But the shareholder victories on a global scale to date are few, and some countries want to make it harder for disgruntled investors - especially hedge funds - to have much public influence.
The German government, for instance, is seeking to require shareholders to disclose ownership when their stakes surpass 3 percent in a given German company, lower than the current 5 percent threshold. That makes it harder for investors to secretly build positions.
The proposed bill will also require investors to notify their interest once their stake passes 15 percent, 20 percent and 30 percent besides the existing thresholds of 5 percent, 10 percent, 25 percent, 50 percent and 75 percent. That bill is expected to go before the German parliament this fall.
Such measures follow a shareholder revolt last year that forced both the chairman and chief executive of German stock-exchange operator Deutsche Boerse AG to resign after an unsuccessful attempt to take over the London Stock Exchange PLC.
Greater disclosure requirements aren't necessarily a bad thing, but those considering such changes have to weigh the downside of tighter controls. Should investors come up against too many obstacles, there is the risk that they could lose interest and take their money to places more accepting of their involvement.
Suddenly, the global marketplace might not seem so big anymore.
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Rachel Beck is the national business columnist for The Associated Press. Write to her at email@example.com