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.
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