Lisa Fairfax poses that question over at Conglomerate, noting the various reasons HP has offered for ooposing a shareholder proposal "to allow certain shareholders to gain access to the corporation?s proxy in order to nominate up to two directors." This was a fairly frequent topic in the early days of the blog (see the archive for this category), plus the subject of a number of TCS Daily columns over the years, including:
My most complete treatment of the issue of shareholder nominations, however, was A Comment on the SEC Shareholder Access Proposal:
Abstract: The Securities and Exchange Commission (SEC) recently proposed a set of amendments to its proxy rules intended to provide shareholders of public corporations with a limited ability to nominate candidates for a corporation's board of directors and to have their nominee placed on the corporation's own proxy statement and card. This essay reviews the principal features of the proposal and identifies several issues remaining for resolution. The essay concludes that the SEC likely has authority to adopt the proposal, but argues that the costs the rule will impose on corporations outweigh any likely benefits from greater shareholder democracy.
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