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by thesuitonym 1112 days ago
You're absolutely right that being public doesn't automatically making bad choices--but it does eventually mean making poor choices. As long as you have a strong CEO, they can weather the storm of shareholder requests, but once you get to third or fourth generation leaders it typically becomes a race to the bottom. See: Every company in every industry.
1 comments

Can you explain what things shareholders generally request?

As far as I know the only duty a company has towards shareholders is "protect them" (aka: don't mess up and make money). As long as the company eventually does that there is no issue. Even if it takes 8 quarters to become profitable (or 10+ years, see Amazon).

There are probably ways in which shareholders can get together and request something (in court?), but that almost never happens? Maybe I'm wrong. If so, would love to see examples.

Look at the history of activist investors like Carl Icahn. They will happily start a proxy war to oust management to wring the last cent out of a company, or file a minority shareholder lawsuit alleging all kinds of malfeasance to tank the stock to be able to buy up a controlling interest. The 80s M&A boom had all kinds of crazy things, and it makes recent history look somewhat mild by comparison.

These days the vast majority of executive comp is in stock - imagine if bad optics could force you to take a 60% pay cut, you'd be pretty conservative with your choices.

Investors in Google (or Meta) don't have voting rights. You simply can't do any of that stuff. All you can do is not invest, which means the price doesn't go up, but that hasn't been happening.
They do have the right to sell the stock.

If too many of them do, the stock goes down, and essentially everyone at the company (especially the executives) take a pay cut. The executives aren't even just thinking about their own pay. The entire company's ability to attract and retain talent depends on the stock price going up.

See my other "sibling" comment. As an owner/shareholder you have duties owed to you by Google.

If a too good offer comes by, for instance, for one to buy Google:

the offer has to be disclosed; and regardless if the founders like it or not -- or what the voting majority says, there is a price where the remaining shareholders can force Google to be sold.

Well just to be complete there are enumerated duties to shareholders (the fiduciary ones):

1. Duty of Care

2. Duty of Loyalty

3. Duty of Disclosure

4. Duty of Confidentiality

5. Duty of Prudence

6. Duty of Good Faith

You can start looking at this rabbit hole here (and it is a rabbit hole): https://www.law.cornell.edu/wex/fiduciary_duty

P.S. Just a (fly-by)comment; not advice of any short or kind -- either investment or legal. P.S.2 Oh it does happen that share/stake holders seek enforcement for breach of fiduciary duties. I would say it is quite common.

Their duty is to keep revenue or profitability up and to the right. Every quarter that they don’t do this, analysts will grill the management team about what happened and what will change. The company is forced into a cycle, quarter by quarter, of underestimating earnings, outperforming estimates, and pleasing investors.
Or they could grow a spine and declare they’re not playing that short sighted game.
they could, and occasionally a few CEOs do this. It is not the norm, though.