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Jury out on impact of shareholder activism

John Church

Shareholder activism and Hong Kong are rarely used in the same sentence and experts differ on the question of whether investors can play a role in improving CSR.

Melissa Brown, executive director of the Association for Sustainable and Responsible Investment in Asia, (Asria), said shareholder activism was usually thought of as a scenario in which shareholders were engaging with management and sometimes other shareholders about issues or proposals that might add value to a company's shares.

'Activists may be interested in raising issues which are fundamental to the interests of minority shareholders, as opposed to insiders. It is this element which is crucial to good governance,' Ms Brown said. 'Checks and balances between management, controlling shareholders and minorities are at the heart of productive governance strategies.'

While the actions of minority shareholders elsewhere in the world are having an increasing impact on corporate decisions for the greater social good, in Hong Kong shareholder activism and its impact on corporate governance remain obscure.

Corporate activist David Webb researches and displays regular incidents of questionable financial disclosures and abuses by local companies, many of whom he said enjoyed a well-entrenched, dynastic opaqueness in this regard.

'The CSR movement has good ideas in areas such as global warming and the environment - well-founded principles - but it should not expect companies [or shareholders] to do any more than they would do to maximise shareholder returns,' he said.

'In other words: if it makes good financial sense, by all means vote yes. If there is no net reward, the shareholder will vote no.'

Shalini Mahtani, founder and chief executive of non-profit group Community Business, agreed up to a point.

'Shareholders of all sizes, from retail to institutional, are demanding greater transparency and accountability. Is this activism, or simply the shareholders exercising their rights? If shareholders being more vocal is being seen as activism, I think they will be found wanting.

'I'm a shareholder and when I invest in a company it is not because I expect them to give my money to a charity - I want a return. All shareholders want is a return, but the question is at what price? What are the issues that affect that return?'

The bottom line seems to be the net return, regardless of an investor's social conscience. But are there conditions peculiar to Hong Kong that prevent shareholder activism from being more imbued with a social responsibility?

'In Hong Kong, commercial pressures do exist,' Mr Webb said.

'If companies own factories elsewhere that abuse the labour force or employ child labour, the NGOs will find out, there will be bad press and considerable pressure exerted via people not buying their products.

'But the key thing to understand is that CSR is a misnomer. Societies are responsible for companies, not the other way around. Societies, through their governments, impose limits and requirements on companies through legislation. If there are laws on the environment, labour or shareholder rights, then companies will comply, and it is up to societies to impose those laws.

'The difficulty is in societies without democracy - they are much more dependent on government to do the right thing, without being accountable at the ballot box if they don't.'

Ms Brown said shareholder activism with a CSR twist was not prevalent here because 'ownership is highly concentrated on the Hong Kong stock exchange with a high degree of family and government ownership'.

'Typically these groups do not operate transparently and many remain reluctant to address governance issues in a proactive way.

'Minority shareholders also have only limited access to proxy voting tools, and they often have a hard time getting to basic company information in a timely fashion.

'I don't think the political system in Hong Kong needs to be thought of as a barrier to progress. After all, China is making steady progress on governance issues.

'In Asia, we see the most progress in South Korea. Usually progress is made after scandals, and Hong Kong is no exception. As the MPF and China's pension system grow, we will see a shift in the balance of interest from insiders to outside shareholders.'

Martin Fahy, Asia-Pacific director for the Chartered Institute of Management Accountants, said one reason for shareholder activism being difficult to observe in Hong Kong was cultural reticence or reluctance to openly criticise.

'Another reason is that valuations are just so high that the focus of any activism tends more towards excessive executive payments and the like,' he said.

Ms Mahtani said a company's reputation was increasingly having an impact on perceptions of shareholders, and 'companies are increasingly realising it's much more about the way they operate their businesses. But I don't think this is a result of activism, rather a greater consciousness'.

Shareholder activism seems to be worth little in a city where even pure social activism is sometimes a rare commodity.

'There is greater pressure from the Hong Kong public now, on environmental issues in particular, than previously,' Mr Webb said. 'But if there are no laws accompanying public opinion, there is just commercial pressure - that is, shareholder returns.

'You shouldn't delude yourself - if no-one else is willing to do it, the companies won't either.

'Companies can't be all things to all people. They have to pursue, in the end, long-term shareholder returns.'

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