The new hedge fund activism: activist directors and the market for corporate quasi-control

Abstract

ABSTRACTActivist hedge funds increasingly seek and secure board representation in public companies. Representation on target boards may signal a longer-term commitment to target companies that can mitigate some of the typical criticisms of traditional hedge fund activism, such as short-termism. Hedge funds may hold shares for longer periods when they obtain board seats and often become heavily involved in corporate strategy and operations. This article argues that the phenomenon of activist board representation has created an active market for corporate quasi-control, defined as power that is greater than influence but that falls short of actual corporate control. It also discusses recent innovations in activist tactics which can promote the market for corporate quasi-control such as ‘wolf pack activism’, where more than one hedge fund descends upon a company, and ‘golden leash’ compensation structures, which incentivise activist appointed directors to increase the share price of target companies.