SOURCE: The Corporate Library

April 17, 2008 09:00 ET

Boards Ignore Shareholders' Withhold Votes

PORTLAND, ME--(Marketwire - April 17, 2008) - Boards often fail to listen to the messages sent by shareholders who withhold their support from director candidates, according to a new study released by The Corporate Library. The study, Shareholders Say No, Boards Say Yes, examined more than 3,000 U.S. companies, finding that 28 directors failed to receive support from a majority of shareholders at 2006 and 2007 annual meetings. According to Senior Research Associate Annalisa Barrett, the study's co-author, "The data suggested that shareholders rejected these directors for a variety of reasons, primarily independence concerns and attendance problems." The directors included board members at Activision, Analogic, Semtech, and Hologic, among others. Additional information on each of the 28 individuals is provided in the full report.

According to the report, more than three-quarters of these directors continue to serve on the boards of these companies. "We were surprised," said co-author and Senior Research Associate Beth Young, "at how little impact these majority withhold votes had, given the intense scrutiny now brought to bear on director elections." Noting that only three of the companies had adopted any form of majority voting for director elections, Ms. Young opined that, "Boards seem to need that push provided by majority voting to take shareholders' votes seriously."

This latest study is the most recent in The Corporate Library's 2008 Proxy Season Foresights series. With its unique insights into the most important issues of proxy season, from shareholder activism to compliance to disclosure, The Corporate Library is covering all the topics of most relevance to investors, corporations, professional services companies and the governance community.

The study is available for $495 from The Corporate Library's online store at

About The Corporate Library

The Corporate Library is an independent research firm focused on the U.S. and Canadian public market which offers corporate governance information products, research services and data products. It produces the definitive ratings of U.S. corporate boards of directors, allowing businesses that subscribe to the service to evaluate governance as an element of investment and other risk. Additional information can be found at

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