Recall that some activist hedge funds have started using equity swaps to build "economic exposure" to companies without having to actually own the shares. They do not have to disclose this exposure until they launch a proxy battle, which has vexed a lot of target companies, notably CSX (who has battled it out with dissident shareholders in court). The New York Times notes a solution for targets proposed by Cravath, Swaine & Moore attorneys. They suggest that companies simply amend their by-laws to "capture the use of swap." The proposal would require investors to disclose whenever they accumulate more than a certain economic exposure. It will likely be tested in court if companies ever start doing this.

For more:
- here's the New York Times item