Corporate monitoring and voting disclosure choices: A study of UK asset managers

This paper investigates the link between voting transparency and voting behaviour in asset managers, and its implications for corporate monitoring. Our results show that the more effort asset managers put into disclosure, the higher their dissention rate, suggesting that the duty asset managers have to represent their clients’ interests is not taken equally seriously across the board. When factoring in voting rationales, we find that 1) the more accepted a rationale for dissent by full-disclosure managers, the greater the overall opposition to management, and that 2) the partial-disclosure and the non-disclosure investors are significantly more complacent than the full disclosure ones. Collectively, our results suggest that when non-disclosure and partial-disclosure asset managers constitute a significant majority of investors, the core accountability mechanism between shareholders and corporate management-namely, stewardship through voting-is malfunctioning.