Majority Voting: Acting in the Best Interest of Stockholders, or Following the Herd?

October 1, 2007

Donald R. Moody, J. Ammon Smartt

In 2003 the Securities and Exchange Commission proposed a rule that would, under certain circumstances, allow stockholders greater access to proxy materials in director elections. The proposal was supported by many institutional investors, but met with great opposition in the issuer community. To date, the SEC has not adopted the proposed rule. Stockholder activists, however, continue to push for reform in director elections....

Majority Voting: Acting in the Best Interests of the Stockholders or Following the Herd?