Stakeholder Activism, Managerial Entrenchment, and the Congruence of Interests between Shareholders and Stakeholders



she can invest xc at cost Kxc , and learn with probability xc how to implement stakeholder-
friendly projects yielding a private benefit B to stakeholders (e.g., projects requiring coop-
eration from the local community, pollution-free projects, etc.); in this case the private cost
of implementing such projects is reduced to zero. Investing in the relationship with stake-
holders and local communities requires time; hence, this investment is
not feasible to outside
managers. We assume that K = c, which implies that the investment is never profitable
unless it is part of an entrenchment strategy. We also assume:

Assumption 1

ατR < c.

This assumption implies that when an investment xc is undertaken, with probability xc
the incumbent manager’s preferences are congruent with stakeholders’: the manager picks
the stakeholders’ favorite project even at the expense of monetary profits. With probability
(1
-xc), the manager gains no expertise and her preferences are congruent with shareholders’;
hence, she only picks the stakeholders’ favorite project with probability λ. This directly
implies the following lemma:

Lemma 1 The degree of congruence between the incumbent manager’s and the stakehold-
ers’ objectives is measured by
λ+(1-λ)xc; it increases from λ to 1 as the “stakeholder-specific
investment”
xc is raised from 0 to 1.

xc thus measures the amount of managerial concessions to stakeholders. At t = 1,
stakeholders are willing to support the incumbent CEO provided x
c satisfies the following
constraint:

θI(1 - xr)(1 - λ)Bxc R - θI) [λ + (1 - λ)xr] B

that is, the concessions to be expected under the incumbent management outweigh the cost
for stakeholders of bearing a less efficient manager. This constraint implies that managerial
concessions must lie above a threshold
xc(xr). Notice that xc(xr) is increasing in xr: if
stakeholders’ interests are protected by regulation or by an explicit contractual agreement
between the stakeholders and the firm, then stakeholders are more hardly convinced to back
an inefficient CEO.

A self-entrenchment strategy whereby the CEO invests xc xc(xr) in stakeholder rela-
tionships is profitable if and only if:

12



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