Is Section 141(d) Truly Oxymoronic?
Section 141(d) of the Delaware General Corporation Law provides that the directors of any corporation may “be divided into 1, 2, or 3 classes”. It’s hard to make sense of this statement. First, I...
View ArticleIs ISS A Board Declassification Denier?
Institutional Shareholder Services (aka ISS) recently published its 2018 Americas Proxy Voting Guidelines Update. Among other changes, ISS will now recommend a vote against or withhold from the entire...
View ArticleDoes ISS’ Voting Recommendations Reflect Analysis Or Consensus?
I always appreciate comments from readers of this blog. One reader responded to yesterday’s post concerning ISS opposition to classified boards: “You seem to be under the impression that ISS comes up...
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