It’s starting to look like the norm is that companies settle if they get sued after they decide to exclude a shareholder proposal. But whereas the other two settlements so far this proxy season involved the companies agreeing to include the shareholder proposal in their proxies – as the “Responsible Investor” reports in this article – this third company settled a lawsuit by agreeing to do what the shareholder proposal sought in the first place.
This newly settled lawsuit involved the Nathan Cummings Foundation which had sued in a D.C. federal court over the company’s exclusion of a political spending shareholder proposal – the company had filed quite a detailed Rule 14a-8(j) notice with the SEC – and now the company has committed to disclose its policies and governance framework for political contributions and electoral spending made with corporate funds or assets, amounts and recipients. In addition, the proponent agreed not to submit another political spending proposal to the company for a period of five years, per this Bloomberg Law article. Here’s a press release from ICCR – of which the proponent is a member – after the settlement.
Here’s the blog about the other two settlements. Maybe settlements won’t become the norm but they may well be…
Authored by
Broc Romanek