The new European shareholder rights directive: removing barriers and creating opportunities for more shareholder activism and democracy

Shareholder activism has increased within the last years. Traditionally, minority shareholders voted by their feet if they disagreed with managements actions. However, this has certainly changed due to the development of Internet based technologies as well as the emergence of hedge funds and other active institutional investors. As a consequence, listed firms’ costs of communicating with investors globally have increased, specifically the budget of investor relation departments. The EU Commission has recently issued a Directive on shareholders rights which will become part of European Law next year recognizing that cross-border voting should be solved as a matter of urgency. This article analyses the nature of shareholder activism in the light of the new Directive arguing that the Directive is only the first step in a legal process that is expected to substantially increase shareholders′ rights in the coming years. The article also presents the notion of shareholder democracy that is crucially dependent on active minority shareholders. It is argued that the notion of shareholder democracy may serve as guidance for how future legislation should be designed.     

Chinese State Bureaucracy and Democratization: Contradictions and Strategization

Joining the current debate in the field of China studies, this paper argues that the two extremes of the inevitability and impossibility of democratization are not necessarily the only two trajectories of political development in China and that China can develop a genuine democracy that builds on, and in turn nurtures, responsible citizenship and administratorship, if CPC undertakes strategization to cope with the fundamental contradictions between democratization and political monism and reactionary logic of administration. Two examples of strategizing actions are given to illustrate how democratization may be enhanced.     

ENDOGENOUS LOBBYING

In this article, we present a citizen‐candidate model of representative democracy with endogenous lobbying. We find that lobbying induces policy compromise and always affects equilibrium policy outcomes. In particular, even though the policy preferences of lobbies are relatively extreme, lobbying biases the outcome of the political process toward the center of the policy space, and extreme policies cannot emerge in equilibrium. Moreover, in equilibrium, not all lobbies participate in the policy‐making process. (JEL: D72, D74, D78)     

Ecology, pollution and business: A proposed planning solution

Pollution has, for many years, been a major issue on the international scene. Discussion has been generated by opposing views which range between those who view the ecological issue as a crisis situation as against those who believe in the ability of technology to solve all environmental problems. This paper examines some of the issues and indicates alternative methods of control and their implications for the business institution.

Pollution is not a new problem or a new phenomenon; excavations of previous civilizations have shown layers of pollution. Nevertheless, recently pollution has become a major issue involving governmental control and therefore one of fundamental importance to businesses when evaluating new projects, and therefore yet another pressure on the business executive.     

The Non‐Democratic Roots of Elite Capture: Evidence From Soeharto Mayors in Indonesia

Democracies widely differ in the extent to which powerful elites and interest groups retain influence over politics. While a large literature argues that elite capture is rooted in a country's history, our understanding of the determinants of elite persistence is limited. In this paper, we show that allowing old‐regime agents to remain in office during democratic transitions is a key determinant of the extent of elite capture. We exploit quasi‐random from Indonesia: Soeharto‐regime mayors were allowed to finish their terms before being replaced by new leaders. Since mayors' political cycles were not synchronized, this event generated exogenous variation in how long old‐regime mayors remained in their position during the democratic transition. Districts with longer exposure to old‐regime mayors experience worse governance outcomes, higher elite persistence, and lower political competition in the medium run. The results suggest that slower transitions towards democracy allow the old‐regime elites to capture democracy.     

Reflections on customers’ primary role in markets

Technology developments have transformed the business landscape by accelerating connectivity, transparency and unpredictability. We argue that the most dramatic consequence is not the possibilities created for companies but rather the challenges that emerge as a result of customer behaviour undergoing fundamental changes. Technology transformation has paved the way for empowered customers who are increasingly influencing businesses and markets, and the challenge for practitioners and researchers alike is to make sense of the role of these customers in such business environments. These developments have yielded a need to revise companies’ business models and to innovate new offerings. In scholarly research on marketing, this need has become evident and, beyond suggesting new concepts, completely new marketing management perspectives have been proposed, and each has its own core assumptions and focus. Broader views have emerged, and these stress the applicability of these perspectives not only to the top-level management of businesses but also to any non-commercial organisation.In this article, we reflect on the customer-dominant logic (CDL) of marketing, which stresses the customer's primary role in business. As such, CDL differs from approaches that focus on the provider's perspective. The CDL approach is an expression of the research ideals and goals that are based on the Nordic School of Service Management. We argue that CDL is well aligned with emerging challenges in most markets, both established and nascent, and that it is more managerially relevant than many other perspectives. This is also in line with the recent calls for a soul of relevance for European management research (Chia, 2014; Hernes, 2014).     

发展战略、休克疗法与经济转型

本文构筑了一个两部门的动态一般均衡模型,对前苏联和东欧国家实施"休克疗法"转型后产量大幅下降以及产业结构深度重组的现象给出了一个全新的理论解释。在转型前,政府采用扭曲性政策扶持重工业部门,新上台的政府试图采用"休克疗法"尽快取消这些扭曲性政策。结果是,失去政策扶持的重工业部门回报率下降,可流动的生产要素从该部门流出,导致其他非流动性的生产要素出现闲置和废弃,最终可能导致总产出下降。我们给出了"休克疗法"以后经济转型的数值模拟例子,结果表明,一个国家在转型之前的经济扭曲程度越高,其产出下降的幅度就越大;而且,在相同的扭曲程度下,相对落后的国家在转型后的经济恢复速度会更快;另外,我们的模型也能预测转型后产业结构的大幅度调整。     

EMERGENCE AND PERSISTENCE OF INEFFICIENT STATES

We present a theory of the emergence and persistence of inefficient states based on patronage politics. The society consists of rich and poor. The rich are initially in power, but expect to transition to democracy, which will choose redistributive policies. Taxation requires the employment of bureaucrats. By choosing an inefficient state structure, the rich may be able to use patronage and capture democratic politics, so reducing the amount of redistribution in democracy. Moreover, the inefficient state creates its own constituency and tends to persist over time. Intuitively, an inefficient state structure creates more rents for bureaucrats than would an efficient one. When the poor come to power in democracy, they will reform the structure of the state to make it more efficient so that higher taxes can be collected at lower cost and with lower rents for bureaucrats. Anticipating this, when the society starts out with an inefficient organization of the state, bureaucrats support the rich, who set lower taxes but also provide rents to bureaucrats. We obtain that the rich–bureaucrats coalition may also expand the size of bureaucracy excessively so as to generate enough political support. The model shows that an equilibrium with an inefficient state is more likely to arise when there is greater income inequality, when bureaucratic rents take intermediate values, and when individuals are sufficiently forward‐looking.     

家族企业组织演进的进化博弈模型

运用进化博弈理论对家族企业的组织演进进行研究,从动态机制、博弈框架和支付函数3个方面构建了家族企业组织演进的一般进化博弈模型,据此得到了家族企业组织演化的进化稳定均衡策略。拓展了家族企业研究的理论基础,并为实证分析创造了相应的技术条件。     

Democracy,Redistribution, and Political Participation: Evidence From Sweden 1919–1938

In this paper, we compare how two different types of political regimes—direct versus representative democracy—redistribute income toward the relatively poor segments of society after the introduction of universal and equal suffrage. Swedish local governments are used as a testing ground since this setting offers a number of attractive features for a credible impact evaluation. Most importantly, we exploit the existence of a population threshold, which partly determined a local government's choice of democracy to implement a regression‐discontinuity design. The results indicate that direct democracies spend 40–60 percent less on public welfare. Our interpretation is that direct democracy may be more prone to elite capture than representative democracy since the elite's potential to exercise de facto power is likely to be greater in direct democracy after democratization.     

The Democratic Political Economy of Progressive Income Taxation

Why do both left and right political parties typically propose progressive income taxation schemes in political competition? Analysis of this problem has been hindered by the two-dimensionality of the issue space. To give parties a choice over a domain that contains both progressive and regressive income tax policies requires an issue space that is at least two-dimensional. Nash equilibrium in pure strategies of the standard two-party game, whose players have complete preferences over a two-dimensional policy space, generically fails to exist. I introduce a new equilibrium concept for political games, based on the fact of factional conflict within parties. Each party is supposed to consist of reformists, militants, and opportunists: each faction has a complete preference order on policy space, but together they can only agree on a partial order. Nash equilibria of the two-party game, where the policy space consists of all quadratic income tax functions, and each party is represented by its partial order, exist, and it is shown that, in such equilibria, both parties propose progressive income taxation.     

OLIGARCHIC VERSUS DEMOCRATIC SOCIETIES

This paper develops a model to analyze economic performance under different political regimes. An “oligarchic” society, where political power is in the hands of major producers, protects their property rights but also tends to erect significant entry barriers against new entrepreneurs. Democracy, where political power is more widely diffused, imposes redistributive taxes on producers, but tends to avoid entry barriers. When taxes in democracy are high and the distortions caused by entry barriers are low, an oligarchic society achieves greater efficiency. Because comparative advantage in entrepreneurship shifts away from the incumbents, the inefficiency created by entry barriers in oligarchy deteriorates over time. The typical pattern is one of rise and decline of oligarchic societies: An oligarchic society may first become richer, but later fall behind a similar democratic society. I also discuss how democracies may be better able to take advantage of new technologies, how within‐elite conflict in oligarchies might cause a transition to democracy, and how the unequal distribution of income may keep inefficient oligarchic institutions in place. (JEL: P16, O10)     

On the Internal Structure of Cities

We prove the existence of a symmetric equilibrium in a circular city in which businesses and housing can both be located anywhere in the city. In this equilibrium, firms balance the external benefits from locating near other producers against the costs of longer commutes for workers. An equilibrium city need not take the form of a central business district surrounded by a residential area. We propose a general algorithm for constructing equilibria, and use it to study the way land use is affected by changes in the model's underlying parameters.     

What makes search fund entrepreneurship different in Europe?

Ownership transition is an increasingly relevant decision in small businesses because millions of owners in the largest world economies are reaching retirement age without a successor. As a result, entrepreneurship through acquisition—becoming an entrepreneur through the acquisition of an existing business and growing it much like a startup—is likely to accelerate in the coming years. In contrast to traditional entrepreneurship, where the entrepreneur comes up with an idea and then grows it into a company, the idea of entrepreneurship through acquisition is embedded in the acquired company. In this article, we share our findings from a research project that tracked first-time entrepreneurs looking to acquire businesses in four European countries. These entrepreneurs put in “sweat equity” and used the “search fund” model, whereby investors funded their search expenses and provided funds for an acquisition. However, implementing the search fund model, originally created in the United States, was not straightforward in Europe. Search funders faced novel challenges in investor-entrepreneur (i.e., principal-agent) relationships and the search process. Our study identifies these challenges, the responses from our search fund sample, the lessons learned, and a novel framework to conceptualize a search fund playbook specific to Europe. These experiences hold valuable lessons for those who pursue entrepreneurship through acquisition and help stimulate new research questions for scholars.     

Towards 1992: A strategy for training

1992 is now 3 years away and much is now being spoken and written on the free market within Europe following the magic date. The need for businesses to think about a strategy for training to equip their staff to take advantage of the new opportunities is ever more important. Training has historically lived under the ‘stop-go’ policy. When business is good, we can afford training; when business is bad, training is the first to suffer. The author has tried to formulate a strategic approach to ensure people become conscious of the necessity of management involvement and commitment in training. The 1990s offer great potential to companies who direct activities to these opportunities, and those who meet the threat will be winners.     

In pursuit of a new 'enterprise' and 'entrepreneurship' paradigm for learning: creative destruction, new values, new ways of doing things and new combinations of knowledge

The paper argues for a new approach to the study of entrepreneurship and a new paradigm as a basis for entrepreneurship education. It also argues that such an approach is unlikely to come from university business schools. It needs an organisational revolution which, however, can be managed within a university as a whole. The paper is divided into two parts. The first explores the political imperative in Europe for development of the ‘enterprise culture’ and attributes this mainly to pressures for greater international competitiveness. The educational response is then examined and, with the help of a number of recent surveys, some of the key issues pertaining to the development of entrepreneurship education in higher education institutions in the UK and Europe are reviewed. The second part attempts to address the imperative at a more conceptual level. The pursuit of entrepreneurial behaviour is seen as a function of the degree of uncertainty and complexity in the task and broader environment and/or the desire of an individual, in pursuit of an opportunity or problem solution, to create it. It is argued that the key trigger for the growing interest in entrepreneurship is globalization. The way in which this has impacted on the role of the state, the organization of business activity and public services and on individuals to create greater uncertainty and complexity in the environment is explored. This leads to a conclusion that a wide range of stakeholders are being confronted with the need for entrepreneurial behaviour, for example, priests, doctors, teachers, policemen, pensioners and community workers and, indeed, potentially everyone in the community. Entrepreneurship is therefore not solely the prerogative of business. It follows that the traditional focus of entrepreneurship education on business, and new venture management in particular, provides an inadequate basis for response to societal needs. Moreover, the pervasive ideology of the ‘heroic’ entrepreneur can be seen as a dysfunctional when viewed against the needs of a wider community. The wider notion of ‘enterprise’ is therefore introduced as a means of moving away from the hitherto narrow paradigm. How this relates to the development of the individual and the design of enterprising organizations is explored. The paper explores the challenge of this broader context by reference to a number of issues central to the globalization debate including: culture, market liberalization, forms of governance and democracy. It then links these with the ontological and epistemological challenge to education. It concludes with discussion as to how this relates to the traditional concept of a university and argues that universities as a whole are in a much better position to respond to the challenge than are business schools.     

Management of accounting: The case for an active role

Regulations imposed upon both the external and internal accounting reports of enterprises may evoke a variety of responses from managers ranging from the active to the passive. This paper explores the active, participatory role which managers may choose to adopt in influencing the direction of accounting regulations. Reference is made to a large number of cases arising in Europe and elsewhere which illustrate how managers have provided benefits to their businesses by actively lobbying for constructive changes in the accounting environment.     

A fundamental approach to strategy development

The problem of developing sound business strategy is probably more difficult now than it has been at any time since the war. In the midst of conflicting pressures of inflation, recession, unemployment, business failures, and social and political upheaval, today's businessman faces an environment which is both unfamiliar and uncertain. The lack of predictability concerning economic affairs can make it seem impossible to plan effectively for the future. Yet without sound strategy today, corporate survival itself may be called into question. What should be done?In this, the first of two articles, the author suggests that the key to strategy development now is to focus more than ever before on ‘fundamentals’. For the individual business, market share appears to be paramount, as is shown by the ‘experience curve effect’, a concept developed by the Boston Consulting Group in the course of its international work in advising companies on corporate strategy problems. Relative competitive position thus becomes the required simple but fundamental strategic goal. However, the quest for a superior market share must take place within the confines of an appropriately defined strategic business segment.In a further article in the February 1977 issue of LRP the author will go on to expand these conclusions concerning individual businesses, considering their implications for the sound development of strategy for the multi-business company.     

Was ein Coach über Familienbetriebe wissen sollte Bücher über Familienunternehmen

This discourse presents three relevant books about family businesses. These books comprise the “minimum knowledge”, necessary for a coach who consults managers of family businesses. Different patterns of analysis of several disciplines, from the political economics up to the depth psychology, are referred to, and some family firms of different size and different age are described.