CHAPTER 05 Let’s Take This Online: Virtual Shareholders’ Meetings in 2020 and Beyond
FIGURE 5-2: Issuers on the TSX Composite and SmallCap Indices that
Held Virtual-Only Meetings for Significant or Contentious Matters, by Type of Matter Considered (2020)
0 %
0 %
3.57 %
Mergers or Going Private Transactions Amendments to Articles or Bylaws
7.14 %
Shareholder Proposals
4 %
Substantial Share Issuances Related Party Transactions Contested Director Elections
17.86 %
71.43 %
CONTESTED VIRTUAL-ONLY MEETINGS IN THE UNITED STATES
Although virtual-only proxy contests were non- existent in Canada during the 2020 proxy season, five reached a vote in the United States: – Saba Capital Management, LP succeeded in having three directors appointed to the 11-person board of trustees of Eaton Vance Floating Rate Income Plus Fund. – TEGNA Inc. fended off Standard General LP, which sought to replace five of the 12 directors on TEGNA’s board. – Starboard Value LP successfully replaced eight of the nine incumbent directors of GCP Applied Technologies Inc.
– First United Corporation defeated Driver Opportunity Partners I LP, which sought to elect three directors to First United’s board. – Privet Fund LP and UPG Enterprises LLC managed to have three of their nominees elected to the eight- person board of directors of Synalloy Corporation. Although shareholders were able to vote by electronic ballot at the Eaton Vance, First United and Synalloy shareholders’ meetings, shareholders of TEGNA and GCP Applied Technologies were required to download, print, execute and email a ballot to the inspector of election before the polls closed.
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Davies | dwpv.com
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