Comment by lenerdenator
1 hour ago
The literal point of incorporation is that you as a shareholder or proprietor of a business are legally separated from the corporation in the eyes of the law.
We need reforms on corporate governance. Right now Meta is basically Mark Zuckerberg and a bunch of bag holders. They can't vote him out because he has both a board seat and majority voting power all on his own. Dumping the stock is far from a safe thing for institutional investors to do if they want to avoid lawsuits or regulatory attention.
It needs to be illegal for you to both be the CEO of a publicly-traded company and the voting majority shareholder. Note I say majority, not major plurality.
There is no law or regulation which requires institutional investors to hold Meta stock. Sometimes people who don't actually understand the law make spurious claims that those investors are legally required as fiduciaries to put their funds into the highest yielding investments. But in reality there is no such requirement, and investment managers have significant flexibility unless there's something more specific in their own organizational bylaws. They can underweight Meta stock if they believe it's overvalued due to potential legal risks or corporate governance problems or whatever.
> Sometimes people who don't actually understand the law make spurious claims that those investors are legally required as fiduciaries to put their funds into the highest yielding investments. But in reality there is no such requirement
The requirement is what a lawyer can convince a dozen jurors the requirement should be. If there's a lawsuit against a fund manager at an institutional investor saying "you didn't fulfill your duty as a fiduciary because x", there's at least some risk that x becomes a real responsibility for fiduciaries through the outcome of that case. If the zeitgeist dictates that as a responsibility, it is a responsibility.
> They can underweight Meta stock if they believe it's overvalued due to potential legal risks or corporate governance problems or whatever.
The fact that they aren't doing so when the company is losing billions of dollars in legal judgments would suggest either
1) They can't do so because they would lose money doing so
or
2) Our system is in need of reform so that when executives direct a company in such a way that it is routinely facing legal exposure, shareholders remove those executives so that corporations act as better citizens and things are handled at the shareholder meeting level instead of the court system level.
And there it is, another ignorant HN user making an uninformed claim about legal issues they don't understand with no actual case law citations to back it up.