Meme Corporate Governance

Abstract

In 2021, several publicly traded companies, such as GameStop and AMC, experienced a dramatic influx of retail investors in their shareholder base. This Article analyzes the impact of the “meme stock surge” phenomenon on the companies, particularly with respect to their governance outcomes and structures. The paper presents three principal findings. First, as a preliminary matter, we show how the “meme stock” frenzy was affected by the introduction of the commission-free trading platform, such as Robinhood, in 2019. We show empirically that the meme stock companies experienced a larger trading volume when commission-free trading was widely introduced. Second, we examine how the influx of retail shareholders has directly affected the governance outcomes at the meme stock companies. The main finding is that, notwithstanding the promise of more active shareholder base, meme stock companies have experienced a significant decrease in participation by their shareholders with respect to voting, and shareholder proposals under Rule 14a-8 have also been extremely limited (non-existent in most meme stock companies). Third, we examine other popular governance metrics—such as ESG and board diversity indices—and show that while the diversity index has not improved, the ESG measure has gotten worse for the meme stock companies. While limited to meme stock companies, our findings show that the sudden influx of retail shareholders at these companies have not translated into more “democratic” governance regimes.

Keywords: Meme Stock, Retail Investors, Corporate Governance, Shareholder Voting, ESG