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NORWALK, Conn. (HedgeWorld.com) - Pirate Capital LLC, the largest shareholder of Seattle-based Cutter & Buck, Inc., has issued a list of demands for corporate governance reforms at that clothing designer and marketer.
In a July 20 letter to Cutter & Buck's directors, Pirate said it wants a "poison pill" plan terminated more quickly than now scheduled. It also wants the elimination of supermajority requirements in the corporate charter, of the classification of the board of directors, and of the existing restriction on cumulative voting for directors.
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...Election (Reelection) of the Supervisory Board Chairman of a Joint Stock Company . Adoption of a ...Cumulative Voting Procedure Under the JSC Law . Giving Notice...
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This is a story of the triumphs and challenges of one of the most notable executives in corporate American history, Disney Chairman and CEO Michael Eisner. The purpose of this case is to highlight the impact of corporate governance from a shareholder perspective. The case begins with a description of the situation facing Eisner at the close of 2003. Two long-standing Disney board members had called for his resignation from both positions, in letters rife with criticism of Eisner and his management team. In order to help the reader analyze Eisner's situation, the case provides a brief history of The Walt Disney Co, as well as biographical descriptions of the CEO and the two dissenting board members, Roy Disney and Stanley Gold. The case then discusses what transpired as shareholders met ...
...This is in contrast to cumulative voting, whereby a shareholder is given a number of...
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...; (iv) redemption provisions; (v) voting rights, including any provisions specifying the vo... take action; (vi) any classification of the Board of Directors, and the impact of such classificatioon where cumulative voting is permitted or required; (vii) liquidation...
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.... plurality vs. majority voting . In Canada, corporate statutes currently provide ... be left without a sufficient number of board members, as might be the case if shareholders coul.... Cumulative voting, which is expressly permitted under both th...
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... Act, would bring the acquiring entity's voting power to or above certain threshold levels - does ... can opt into the Act by resolution of its board of directors. 23-1-17-3(b). The Act applies only t... corporation laws commonly provide for cumulative voting. See 1 MBCA 33, 4; RMBCA 7.28.[Footnote 1...
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...Rights as Representation Reinforcement E. Voting Rights and Civil Rights F. Comparative Constitutio...Board of Education. (78) . In reality, it was only after...(131) Mandatory cumulative voting, which facilitates board representation for...
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... 1.5% of the companies that have disclosed voting results as of September 30, 2011 reported a negati... claim based on a compensation decision by a board of directors at an early stage of litigation. Dodd... recent ISS survey indicated that, on a cumulative basis, 72% of investors indicated that a board of ...
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... companies (an executive body, supervisory board, or audit committee) must be reflected in ballots when such members are elected by cumulative voting. Cumulative voting is applied to election o...
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... too frequently corporate management and boards failed to consider the long-term interests of thei... Requiring majority voting for uncontested directors also appears a worthy go... you have staggered terms? Do you have cumulative voting? Do you mandate cumulative voting?. What w...