by Gary Larkin
If you sit on the board of any of the 39 companies that
had a failed Say on Pay vote the past proxy season, I don't need to tell you
that despite the fact the votes were only "advisory" there will be some
shareholder repercussions. In the past year, seven companies have already faced
one of those repercussions - the dreaded derivative shareholder lawsuit.
It's possible the plaintiff's bar may not limit their
targets to companies with failed SOP votes; the word is that any vote below 70
percent is troubling. And in some cases compensation consultants have been
named as defendants.
At last check, the companies facing derivative lawsuits
from shareholders after negative SOP votes include:
*=It should be noted that BNY Mellon is the only company
to be sued following a successful SOP vote.
So just what are shareholders trying to achieve with
these lawsuits and what kind of impact will it have on those companies named?
"Shareholders are looking at Say on Pay as one way to
have their voices heard," said Russ Miller, managing director of ClearBridge
Compensation Group. "They see the lawsuits as a way to achieve change in the
executive compensation program."
Read the rest of this article on the Governance Center Blog
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