One person committees, and how activists think

What’s all this about a one-person board committee? You wrote a neat post about Special Committees of One, would be interesting to explore this.

  • What is a special committee?

  • Why would boards want to act by committee?

  • What does it mean to be conflicted, or not conflicted?

  • What kind of problems does a conflicted board create?

  • Where do special committees fit into all of this?

  • But the rules are different when there’s a controlling shareholder, right?

  • Where do single member committees come in?

  • And there was a new development in the Match Group case, right?

  • How does this matter to our favorite corporation, Tesla?

What do activists look for in deciding even to invest in one or another company?

  • How do different activists think differently about this process?

  • What about corporate governance catches your attention?

  • How does an activist decide to escalate?

  • If you’re a board, and you’re facing an activist situation, and you genuinely think that you don’t need outside interference - you believe in good faith that either things are as good as they can be, or that you have a plan for resolving problems that doesn’t need outside interference - how should that board respond if an activist shows up?

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