Jeff Gramm discussed his book, Dear Chairman: Boardroom Battles and the Rise of Shareholder Activism, at MOI Global’s Meet-the-Author Summer Forum 2019. Jeff is a portfolio manager at Bandera Partners.

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About the book:

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.

About the author:

Jeff Gramm is co-founder and portfolio manager at the hedge fund Bandera Partners. Gramm, who co-founded the hedge fund with Greg Bylinsky in 2006, also serves as a director on the boards of two companies that Bandera took a large stake: Tandy Leather and Rubicon Technology. He also served on the boards of Peerless, Morgan’s Foods, and the now defunct Ambassadors Group.

He teaches applied value investing at Columbia Business School. Prior to starting Bandera, Gramm was a junior partner at a start-up investment advisor Arklow Capital. He is the author of the 2016 corporate governance book Dear Chairman: Boardroom Battles and the Rise of Shareholder Activism, a book about shareholder activism.