Contributing to the Declassification of 21 S&P 500 Companies: Final Tally of the Results of the ACGI’s 2011 Work

The Harvard Law School Forum on Corporate Governance and Financial Regulation 2012-10-23


Editor’s Note: Lucian Bebchuk is Professor of Law, Economics and Finance at Harvard Law School, and Scott Hirst is a Lecturer on Law at Harvard Law School; both were affiliated with the American Corporate Governance Institute (ACGI) during the period discussed in this post. Their earlier posts about the work of the ACGI are available here. Subsequent work in connection with declassification proposals was undertaken in 2012 by the Shareholder Rights Project (SRP), and has been discussed in posts available here.

This post provides a final tally of the results from the work of the American Corporate Governance Institute (ACGI) during 2011. As described in more detail below, this final tally shows that the 2011 work of the ACGI and ACGI-represented investors contributed to board declassification at 21 S&P 500 companies – about 15% of the S&P 500 companies that had a staggered board as of the beginning of 2011. [1]

During the 2011 proxy season, the ACGI worked on behalf of two institutional investors — the Florida State Board of Administration (SBA) and the Nathan Cummings Foundation (NCF) — in connection with the submission of shareholder declassification proposals for presentation at the 2011 annual meetings of certain S&P 500 companies. The ACGI assisted the SBA and the NCF with selecting companies for proposal submission, designing proposals, engaging with companies, negotiating and executing agreements by companies to bring management declassification proposals, and presenting proposals at annual meetings.

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Lucian Bebchuk and Scott Hirst, Harvard Law School,

Date tagged:

10/23/2012, 14:58

Date published:

10/23/2012, 09:16