Towards Board Declassification in One-Hundred S&P 500 and Fortune 500 Companies
The Harvard Law School Forum on Corporate Governance and Financial Regulation 2013-10-30
In a news alert released yesterday, the Shareholder Rights Project (SRP), working on behalf of SRP-represented investors, announced the substantial results of the work by the SRP and SRP-represented investors during 2012 and in 2013, the SRP's first two years year of operations. (The results reported below reflect 2013 outcomes through the end of October 2013.)
As discussed in more detail below, major results obtained include the following (for full details on all outcomes see the SRP's preliminary 2012-2013 Report released yesterday):
- 99 S&P 500 and Fortune 500 companies (see more details here) have entered into agreements to move toward declassification;
- 79 S&P 500 and Fortune 500 companies (listed here) have declassified their boards; these companies have aggregate market capitalization exceeding one trillion dollars, and represent about two-thirds of the companies with which engagement took place;
- 58 successful declassification proposals (listed here), with average support of 81% of votes cast; and
- Proposals by SRP-represented investors represented over 50% of all successful precatory proposals by public pension funds and over 20% of all successful precatory proposals by any proponents.
Expected Impact by End of 2014: As a result of these outcomes and the ongoing work of the SRP and SRP-represented investors, it is estimated that, by the end of 2013, the work of the SRP and SRP-represented investors will have resulted in:
- Close to 100 board declassifications by S&P 500 and Fortune 500 companies;
- Declassification of the boards of over 60% of the S&P 500 companies that had classified boards as of the beginning of 2012; and
- A decrease in the incidence of classified boards among S&P 500 companies to less than 10%.
Below are further details about these substantial results: