Shareholder Engagement in EU and Irish Corporate Governance Law: The Impact of theRevised Shareholders Rights Directive.

Abstract

This thesis is concerned with the operation of shareholder democracy across the European Union and especially in relation to Irish public listed companies and Irish institutional investors and asset managers. More specifically, the thesis is concerned with how shareholder engagement operates and how this important practice interacts with the law of the European Union and Ireland. Public listed companies will be impacted by the obligations that the revised Shareholder Rights Directive imposes upon them and institutional investors will be impacted by the actions of their own shareholders that are subject to the Directive. The thesis analyses the Directive, using a descriptive approach, supplemented by an empirical analysis in the form of a survey of both Irish and international asset managers, who are invested in Irish public listed companies. The thesis identifies the theoretical background with regard to shareholder democracy and the importance of shareholder engagement in paradigms of shareholder democracy. In particular, a description is given of agency theory, how it is related to shareholder democracy and the role that shareholder engagement is expected to play in these theoretical frameworks.