Activist Insight Governance data show the growing movement to remove staggered boards.
Russell 3000 Index companies continue to remove staggered boards under investor pressure, according to Activist Insight Governance.
39 companies began the process of adopting annual director elections in 2018 by removing a staggered class system of governance, the highest number since at least 2014. The data, prepared for The Activist Investing Annual Review 2019, produced in association with Schulte Roth & Zabel, is paradoxical, given it comes at a time of rising shareholder activism.
Number of Russell 3000 index companies removing staggered boards by year
SOURCE: ACTIVIST INSIGHT GOVERNANCE
Despite the moves, staggered boards are still popular – especially at smaller companies. 42% of Russell 3000 Index companies have multiple classes of director, compared to 15% of S&P 500 Index companies.
As part of an article focusing on activists targeting companies with high inside ownership like Campbell Soup Company and Luby’s, the Annual Review also featured an article using Activist Insight Governance to highlight the less shareholder friendly governance of controlled companies (defined as more than 50% of voting power held by one shareholder).
Activist Insight Governance is a new database covering U.S. public company bylaws, directors, and governance provisions that operates as a separate product.
2019 is already off to a brisk clip, with an equal number of companies (18) adopting proxy access and exclusive forum provisions. The next most popular bylaw amendment was adopting majority vote standards.
Activist Insight Editor-in-Chief Josh Black said: “Despite a growing focus on environmental and social issues, companies and shareholders continue to spend significant time on bread and butter governance improvements.”
The data were collected as part of an article on governance trends in 2018 by Activist Insight contributor Iuri Struta that featured commentary by industry experts, which can be downloaded here. If you are an Activist Insight subscriber, simply log in to your account and access the reports page to view your copy.
For more information, email firstname.lastname@example.org. Please note that bespoke data requests may take up to 48 hours to completed depending on the amount of labor required.
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