Dear chairman : boardroom battles and the rise of shareholder activism

What is a Corporation? -- Shareholders: ownership -- Directors: monitoring -- Management: performance -- International corporate governance -- Afterword: final thoughts and future directions.;"In the wake of the recent global financial collapse the timely new edition of this successful text provides students and business professionals with a welcome update of the key issues facing managers, boards of directors, investors, and shareholders. In addition to its authoritative overview of the history, the myth and the reality of corporate governance, this new edition has been updated to include: analysis of the financial crisis; the reasons for the global scale of the recessionthe failure of international risk management; an overview of corporate governance guidelines and codes of practice; new cases. Once again in the new edition of their textbook, Robert A.G. Monks and Nell Minow show clearly the role of corporate governance in making sure the right questions are asked and the necessary checks and balances in place to protect the long-term, sustainable value of the enterprise. Features 18 case studies of institutions and corporations in crisis, and analyses the reasons for their fall (Cases include Lehman Brothers, General Motors, American Express, Time Warner, IBM and Premier Oil.) "-- A sharp and illuminating history of one of capitalism’s longest running tensions—the conflicts of interest among public company directors, managers, and shareholders—told through entertaining case studies and original letters from some of our most legendary and controversial investors and activists. Recent disputes between shareholders and major corporations, including Apple and DuPont, have made headlines. But the struggle between management and those who own stock has been going on for nearly a century. Mixing never-before-published and rare, original letters from Wall Street icons—including Benjamin Graham, Warren Buffett, Ross Perot, Carl Icahn, and Daniel Loeb—with masterful scholarship and professional insight, Dear Chairman traces the rise in shareholder activism from the 1920s to today, and provides an invaluable and unprecedented perspective on what it means to be a public company, including how they work and who is really in control. Jeff Gramm analyzes different eras and pivotal boardroom battles from the last century to understand the factors that have caused shareholders and management to collide. Throughout, he uses the letters to show how investors interact with directors and managers, how they think about their target companies, and how they plan to profit. Each is a fascinating example of capitalism at work told through the voices of its most colorful, influential participants. A hedge fund manager and an adjunct professor at Columbia Business School, Gramm has spent as much time evaluating CEOs and directors as he has trying to understand and value businesses. He has seen public companies that are poorly run, and some that willfully disenfranchise their shareholders. While he pays tribute to the ingenuity of public company investors, Gramm also exposes examples of shareholder activism at its very worst, when hedge funds engineer stealthy land-grabs at the expense of a company’s long term prospects. Ultimately, he provides a thorough, much-needed understanding of the public company/shareholder relationship for investors, managers, and everyone concerned with the future of capitalism.

In the wake of the recent global financial collapse the timely new edition of this successful text provides students and business professionals with a welcome update of the key issues facing managers, boards of directors, investors, and shareholders.

In addition to its authoritative overview of the history, the myth and the reality of corporate governance, this new edition has been updated to include:

• analysis of the financial crisis;
• the reasons for the global scale of the recession
• the failure of international risk management
• An overview of corporate governance guidelines and codes of practice;
• new cases.

Once again in the new edition of their textbook, Robert A. G. Monks and Nell Minow show clearly the role of corporate governance in making sure the right questions are asked and the necessary checks and balances in place to protect the long-term, sustainable value of the enterprise.

Features 18 case studies of institutions and corporations in crisis, and analyses the reasons for their fall (Cases include Lehman Brothers, General Motors, American Express, Time Warner, IBM and Premier Oil.)

"In the wake of the recent global financial collapse the timely new edition of this successful text provides students and business professionals with a welcome update of the key issues facing managers, boards of directors, investors, and shareholders. In addition to its authoritative overview of the history, the myth and the reality of corporate governance, this new edition has been updated to include: analysis of the financial crisis; the reasons for the global scale of the recession; the failure of international risk management; an overview of corporate governance guidelines and codes of practice; new cases. Once again in the new edition of their textbook, Robert A.G. Monks and Nell Minow show clearly the role of corporate governance in making sure the right questions are asked and the necessary checks and balances in place to protect the long-term, sustainable value of the enterprise. Features 18 case studies of institutions and corporations in crisis, and analyses the reasons for their fall (Cases include Lehman Brothers, General Motors, American Express, Time Warner, IBM and Premier Oil)"-- Provided by publisher A Sharp And Illuminating History Of One Of Capitalism{u2019}s Longest Running Tensions{u2014}the Conflicts Of Interest Among Public Company Directors, Managers, And Shareholders{u2014}told Through Entertaining Case Studies And Original Letters From Some Of Our Most Legendary And Controversial Investors And Activists. Benjamin Graham Versus Northern Pipeline: The Birth Of Modern Shareholder Activism -- Robert Young Versus New York Central: The Proxyteers Storm The Vanderbilt Line -- Warren Buffett And American Express: The Great Salad Oil Swindle -- Carl Icahn Versus Phillips Petroleum: The Rise And Fall Of The Corporate Raiders -- Ross Perot Versus General Motors: The Unmaking Of The Modern Corporation -- Karla Scherer Versus R.p. Scherer: A Kingdom In A Capsule -- Daniel Loeb And Hedge Fund Activism: The Shame Game -- Bkf Capital: The Corrosion Of Conformity -- Appendix : Original Letters. Jeff Gramm. Includes Bibliographical References (pages 255-275) And Index. Drawing on case studies and original letters from investors and activists, a hedge-fund manager and an adjunct professor at Columbia Business School traces the rise in shareholder activism from the 1920s to today, providing a perspective on what it meansto be a public company