Library | ESG issues

Shareholders & Voting

Shareholders have the right to vote on corporate decisions, including board appointments, mergers, disclosures, and ESG policies. Active ownership through voting and engagement is a key mechanism for aligning corporate actions with investor interests and long-term value creation.

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Why shareholder-driven corporate social responsibility failed

European Corporate Governance Institute (ECGI)
This report analyses why shareholder-led corporate social responsibility failed in the early 2020s. It argues that political forces blocking government regulation also dismantle private CSR initiatives. Using the BlackRock-Texas conflict as evidence, it concludes that direct political action is the only viable path for systemic change.
Research
21 May 2026

Templates in the EU Inc. regulation proposal

Leibniz Institute for Financial Research SAFE
This research evaluates the European Commission’s Proposal for an optional 28th corporate law regime. It argues that proposed model articles of association fail to support venture capital-backed firms. The authors identify four shortcomings regarding scope, process, logic, and safe-harbour effects, suggesting a dedicated drafting track and broader coverage.
Research
18 May 2026

An engaged market: The 2026 state of stewardship report, prepared by the Aotearoa New Zealand stewardship code

Stewardship Code Aotearoa New Zealand
This report examines stewardship reporting across New Zealand's investment market for 2025. Representing 20 signatories with $3.8 trillion in assets, it highlights maturing practices in collaborative engagement, escalation, and voting transparency. The document notes increased integration of te ao Māori and provides guidance on strengthening stewardship and voting policies.
Research
1 June 2026

ShareAction policy paper: Defending and strengthening the AGM as a forum for corporate accountability

ShareAction
This ShareAction report advocates for mandatory hybrid AGMs to ensure corporate accountability. It argues that online-only formats diminish shareholder scrutiny and enable management to stage-manage proceedings. The document recommends amending the 2006 Companies Act and provides case studies of poor virtual AGM practices across several major companies.
Research
15 June 2026

Fragmentation of shareholder power

National Bureau of Economic Research (NBER)
This research examines how fund proliferation and stewardship decentralisation affect corporate governance. It finds that supply-driven growth weakens oversight, while demand-driven expansion by incumbents can strengthen it. Competitive adoption of pass-through voting improves investor preference alignment but often reduces monitoring incentives and firm value.
Research
20 June 2026

Shareholder proposals and corporate governance in a season of regulatory uncertainty

This report analyses the 2025–2026 proxy season following the SEC's suspension of its no-action review process. Shareholders filed approximately 20% fewer proposals; companies filed over 100 fewer exclusion notices. Exclusions disproportionately affected novel and revised proposals, with proponents increasingly turning to litigation and alternative strategies to preserve shareholder rights.
Research
27 April 2026

Excessive executive compensation: Investor guidance

Interfaith Center on Corporate Responsibility (ICCR)
Published by ICCR in April 2026, this report provides investor guidance on addressing excessive executive compensation. It outlines proxy voting guidelines, pay thresholds, and stewardship frameworks to help investors challenge the growing gap between CEO and worker pay, and promote greater accountability and long-term value creation.
Research
28 April 2026

Passing the baton: Creating value through CEO succession at family businesses

McKinsey & Company
This McKinsey report analyses CEO succession at family-owned businesses, drawing on 200 publicly traded and 170 private FOBs globally. It finds that succession on average erodes shareholder value, but top-performing FOBs can achieve the opposite by applying 11 critical practices spanning five foundational and six distinctive areas.
Research
3 February 2026

Voice without influence? Global investor voting rationale disclosures in Korea

European Corporate Governance Institute (ECGI)
This study examines whether global institutional investors’ voting rationale disclosures influence Korean firms’ gender diversity and climate-related policies. It finds stronger investor focus on board gender diversity than climate risk, limited influence on large firms, greater impact on smaller firms’ emissions reductions, and evidence that voting rationales affect the credibility of sustainability reporting.
Research
17 May 2026

Socially-minded investors and corporate behavior

European Corporate Governance Institute (ECGI)
This report examines whether socially-minded investors influence corporate behaviour through voting, managerial incentives, or identity investing. It concludes that existing channels offer limited impact and evaluates potential legal reforms, such as binding shareholder votes and mandatory disclosures, to better align corporate actions with these investors' preferences.
Research
30 April 2026

Optional shareholder voting

European Corporate Governance Institute (ECGI)
This paper examines optional shareholder voting by institutional managers (IMs) using newly available SEC data on say-on-pay votes. Only 44% of IMs vote, yet their aggregate voting footprint is twice that of mutual funds. IMs use voting as a monitoring tool, with larger positions associated with greater opposition to management.
Research
27 April 2026

Legal form and corporate outcomes: Evidence from the societas europaea

European Corporate Governance Institute (ECGI)
Study finds Societas Europaea adoption improves firms’ international positioning, increasing foreign investor ownership and cross-border acquisitions. However, markets generally react negatively, information asymmetry rises, and shareholder returns weaken post-adoption, suggesting governance flexibility and supranational identity benefits may be offset by uncertainty and potential minority shareholder concerns.
Research
3 May 2026

Systematic stewardship on the waterbed

European Corporate Governance Institute (ECGI)
Tröger argues corporate governance tools, including stewardship, say-on-climate votes and ESG-linked pay, cannot replace broad climate regulation. Firm-level interventions may trigger “waterbed effects”, shifting emissions rather than reducing them. Carbon pricing or comprehensive emissions caps are presented as more effective.
Research
30 March 2026

Investor democracy

European Corporate Governance Institute (ECGI)
Examines investor democracy in pension funds using deliberative mini-publics and a binding member vote. Finds informed deliberation shifts preferences towards impact investing despite potential lower returns, with broader member support leading to increased allocations, demonstrating how structured participation can guide sustainable investment decisions.
Research
13 February 2026

UK Stewardship Code 2026

Financial Reporting Council (FRC)
The UK Stewardship Code (2026) sets voluntary principles for asset owners, managers and service providers to demonstrate effective stewardship through transparent, outcomes-focused reporting, supporting responsible capital allocation and long-term value creation for clients and beneficiaries.
Research
3 June 2026

Shareholder proposals: An essential investor right

US Sustainable Investment Forum (US SIF)
The report argues shareholder proposals are a key investor right, enabling engagement on governance and ESG risks, improving corporate accountability and long-term value. It highlights regulatory frameworks, practical impacts across sectors, and emerging threats to this mechanism within US capital markets.
Research
12 March 2025
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