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From the magazine SZW-RSDA 3/2015 | S. 209-225 The following page is 209

Proxy Advisors: Risikolose Stimmenmacht mit Checklisten

Over the last ten years Proxy Advisors have continually enhanced their role as major players in shareholders’ meetings of Swiss public companies. In correlation with the ever increasing percentage of listed shares owned by Institutional Shareholders – 50%–70% and more in typical cases –, a power transfer is developing to advisors wielding factual voting clout without bearing investment risk.

In the essence, a transfer is threefold, each time with a specific “principal/agent” problem: firstly, decision power is conveyed, of course, from shareholders to management. Secondly, the shareholders themselves are no longer individuals, incurring personal investment risk and personally electing and overseeing their agents, but institutional investors whose decision power again is vested in another “agent”, the group of professionals entrusted with management of the diversified share portfolio. These “agents of the second degree” have trouble to determine themselves the exercise of…

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