We could immediately enter into discussions on how to end two "debilitating" proxy fights
, and more importantly, how to enhance stockholder value in other ways.
In a number of high-profile cases, there were proxy fights
, confrontations with institutional shareholders, and CEO dismissals.
24) Indopco's transformation from a publicly-held, free-standing corporation to a corporation with one stockholder freed it from concerns regarding shareholder relations, eliminated the risk of any proxy fights
brought by dissatisfied shareholders seeking to change corporate policy, rendered inapplicable state law rules mandating fair treatment of shareholders, freed Indopco from any shareholder's derivative suits, and eliminated the expense of annual filing of Forms 10-K with the Securities and Exchange Commission and of soliciting proxies voting on the Board of Directors and other matters.
Historically, the onus has fallen on large shareholders to engage in acts of "shareholder activism" such as takeovers, proxy fights
, and shareholder proposals when the interests of management and shareholders diverge.
For both routine and contested M&A situations, including proxy fights
, more companies find that Georgeson's strategic counsel can give them an advantage in navigating the sea of activist hedge funds, proxy advisory firms and retail investors," said David Drake, President, Georgeson.
In response to proxy fights
, hostile takeover offers, and quiet negotiations, many firms have cut costs, tightened their focus on core units, and dumped executive perks.
Takeovers & Freezeouts addresses important developments concerning standards of conduct for board members, reducing vulnerability to hostile takeovers, specific responses to overtures and takeover bids, proxy fights
and institutional activism, pre-merger notification under Hart-Scott Rodino, state regulation of tender offers, tax, accounting and ERISA considerations, antitrust considerations, and takeovers and mergers in the banking industry.
Sam Wyly, the Dallas entrepreneur and investor who in proxy fights
twice challenged the management of Computer Associates International for control of the company, today said he welcomed the departure of Chairman and CEO Sanjay Kumar and other executives.
The Altman Group handles annual and special meeting solicitations for corporations and mutual funds, provides broker search and distribution, corporate governance consulting, vote projections, shareholder identification services, as well as a full slate of services for proxy fights
, mergers and acquisitions and tender and exchange offers.
With increasing frequency of proxy fights
, companies are circling the wagons around the prerogative of directors to decide when to call shareholder meetings.
IVS has earned a reputation as the leading provider of independent inspectors for the most important votes - proxy fights
and contested meetings.
Farren's letter sharply criticizes the Thomas-Solomon Group members as "reminiscent of the corporate raiders spawned during the "Decade of Greed" of the 1980s, with business histories "replete with stories of forcibly taking over other companies, proxy fights
(and) working with firms that participate in leveraged buyouts.