This study investigates how adoption of advisory governance policy encourages firms to become more responsive to their shareholders over time. Although shareholder activism is costly and often viewed as unable to drive meaningful change, we identify increasing shareholder voice as an underlying mechanism to explain how advisory policy adoption ultimately reshapes board–shareholder relations. Drawing on signaling theory and behavioral views of board–shareholder dynamics, we test our predictions following the broad shift in corporate board voting policies from plurality to majority vote (...) standards. While prior research shows that majority vote adoption has little to no direct impact on director elections, empirical results from 2,390 firm-year observations provide support for our hypotheses that adoption of this advisory electoral standard signals a willingness to hear shareholder concerns, leading to increased shareholder activism and, in turn, board responsiveness to shareholder proposals. Overall, our results help explain why some firms continue to fight the purely advisory policy and why an era of shareholder empowerment followed the majority vote campaign. (shrink)

Means–ends decoupling, the institutionally induced implementation of ineffective practices, has become increasingly common. Extant theory suggests that means–ends decoupling has real consequences, which makes it unstable and difficult for organizations to sustain. Yet little is known of how, and with what outcomes, firms organize such means–ends decoupling. We examine organizing via multiple qualitative and longitudinal case studies of how Swedish fast fashion retailers implement and manage the collection of used garments. We find that firms combine two organizational arrangements: structural and (...) temporal core–compartment separations, which mitigate consequences of means–ends decoupling by obscuring and justifying efficiency gaps. Thereby we provide a theoretical explanation for how means–ends decoupling can persist over time. (shrink)

Business and Society Review, Volume 127, Issue 1, Page 127-143, Spring 2022.