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Why Not a Bylaw Amendment?
Annual meetings for 2015 have largely wrapped up by now. One proxy solicitor reports that shareholders proposed over 1,000 resolutions, including over 100 on proxy access. Those proxy access proposals did well, with over half winning approval from shareholders.

Among all these proposals, almost all took the form of a non-binding (precatory) resolution. Only a handful of shareholders proposed a binding bylaw amendment on various subjects, none on proxy access. 

We wonder why activist investors do this. A few years ago, after the initial action on proxy access, we considered the same question. In a current blog post, we analyze non-binding resolutions and binding bylaw amendments more generally, and use proxy access to illustrate. As investors think about corp gov changes at portfolio companies in the coming months, we come down on the side of bylaw amendments.
Recent TAI blog posts

You can find other useful resources at the TAI website, including our research on "Effective Activism", our new resource guides on attorneys for activist investors and on activist investing data sourcesour white paper with the basics on activist investing, and our new guides on exempt solicitationconsent solicitation, and special shareholder meetings. 
For further information, please contact:
 
Michael R. Levin
m.levin@theactivistinvestor.com
847.830.1479