October 6, 2005
More on Voluntary Adoption of Majority Voting
In a recent press release concerning director voting, the ABA Committee on Corporate Laws states: "One positive development is the growing trend of voluntary adoption by certain corporations of corporate governance guidelines that address the failure of nominees to satisfy a minimum vote requirement." It then cites what Pfizer, Inc. did as an example. I discussed Pfizer's adoption in my earlier post on the issue. As that post indicates, I just don't see how this "growing trend" is a positive development. At best, it is a neutral development; at worst, it is a negative development because a corporation can hold up its voluntary adoption "as a step in further stregthening corporate governance," to paraphrase Disney, when in reality the adoption of a Pfizer type so-called majority voting standard does nothing for corporate governance. Am I missing something here?
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