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Consent solicitations are one of those things portfolio managers see frequently in corp gov stuff, but don't always understand. They come up in governance scoring systems, and sometimes in annual meeting resolutions. To many people, they sort of fall within the morass of other arcane governance terms and concepts, like lead independent director, majority voting and exempt solicitations.
That's too bad, because in many instances a consent solicitation can allow an investor to do all sorts of things at an underperforming company that they otherwise would need to wait months or even years to accomplish.
We now have two new resources on this subject:
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We've put together a guide to the mechanics of consent solicitations. It discusses the applicable regulations and explains the structure and timing of the process. We also include a checklist for using the exemption.
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We illustrate how consent solicitation works in a case study. Last year, a notable activist hedge fund restructured the BoD at The Wet Seal just two months after an annual meeting.
We summarize these resources, and provide further comments, in our current blog post. |
