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Welcome to the Jacoby Consulting Group blog.
You will immediately notice that this blog covers a wide range of themes - in fact, whatever takes my fancy or whatever I feel strongly about that is current or topical. Although themes may relate to business, corporate or organisational issues (i.e. the core talents of JCG), they also cover issues on which JCG also feels warranted to comment, such as social issues, my books, other peoples' books and so on. You need to know that comments are moderated - not to stifle disagreement - but rather to eliminate obnoxious or incendiary comments. If a reader wishes to pursue any specific theme in more detail, specifically in relation to corporate, business or organisational issues, or in relation to my books, then the reader is invited to send an off-line email with a request. A prompt response is promised. I hope you enjoy this blog - sometimes informed, sometimes amused and sometimes empassioned. Welcome and enjoy.
JJJ

18 June 2011


Demise of the AGM

The AGM and its "demise" has less to do with the AGM, per se, than it has to do with the growing powerlessness of shareholders.

For shareholders, the tragedy and frustration is that directors and managers (with the best intent) have taken upon themselves the role of proxy-owners, rather than as agents of those owners. They make decisions about and for the corporation that takes on risk and debt that owners must carry, while simultaneously the agents are being rewarded against KPIs that they themselves engineer.

This is not the fault of the AGM, but rather the fault of all parties in not getting the relationship between owners and their agents correct. Self-interest, arrogance, gutlessness and stupidity are often to blame.

As long as agents are allowed to choose the outcomes that the corporation strives to deliver to shareholders, then shareholder frustration and activism will continue.

The only way to "fix" the relationship between owners and agents is to ask owners what they want from their investment along the dimensions of value (what they value in their investment in the company), benefit (how they want their benefit and its quantum), growth (what do they want to see grow), and risk (what do they consider as risk).

If you ask owners of a listed company these questions, then you will get four bell-shaped curves which represent the entire "shareholder metrics" for that registry. It is then up to directors to interpret and filter those metrics for the company's context, industry, capabilities, etc and to then determine the corporation's Mission statement or statement of purpose.

These corporate metrics should be incorporated into the company's Annual Report. Investors (new owners) will be attracted to those corporations whose metrics reflect their own investment objectives.

It is then the role of the corporation and its agents to deliver those metrics. Management can be as entrepreneurial and strategically adventurous as it needs to be to achieve those metrics provided is remains within the content of those metrics (i.e. does not exceed its "risk" parameter, achieves its "growth" requirement and delivers its "benefit" requirement while protecting and enhancing its "value" definition.)

Of course, the KPIs against which agents are rewarded MUST reflect the core corporate metrics determined by the board - and not those engineered by the agents.

For those who would like the research evidence supporting this approach, I refer you to my book "Corporate Crap: Stupid management myths that destroy shareholder value" (Fairfax Publishing).

I am happy to discuss with anyone how they can establish metrics for their corporation and/or investments.

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