Majority Voting Update, Shareholder Democracy, and How Boards Should Respond to Hedge Funds and Activist Shareholders

Because activist shareholders and hedge funds have proven effective at advancing corporate governance reform proposals and affecting corporate decision-making with their increasing power and influence, boards of directors have been forced to significantly alter the way in which they react to shareholders who are seeking a greater influence on what happens in the boardroom.

At Foley’s sixth annual National Directors Institute on March 8, 2007 in Chicago, “Majority Voting Update, Shareholder Democracy and How Boards Should Respond to Hedge Funds and Activist Shareholders,” was a featured breakout session jointly moderated by Patrick Quick, partner, Foley & Lardner; Richard Grubaugh, senior vice president, D.F. King & Co., Inc.; and Justin Friesen, executive director — mergers & acquisitions, UBS Securities, LLC. Panelists included Jeffrey Brown, senior corporate counsel, Motorola, Inc.; James Duffy, executive vice president and general counsel, New York Stock Exchange; and Patrick McGurn, executive vice president and special counsel, Institutional Shareholder Services.

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