Stewart Investors, an asset manager focused on the equity of companies in emerging markets, has a policy to vote “for proposals to restore, or provide shareholders with, rights of appraisal.” Like with many other investors, Stewart also says that it will vote for mergers on a case by case basis, consistent with the idea that
As we’ve covered before, numerous investment funds support appraisal rights by setting out that they will vote for proposals to restore or add appraisal rights if those proposals are placed on a proxy ballot. Hancock Horizon, a Louisiana based investment fund, is yet another investor supporting appraisal via its proxy materials. Hancock Horizon,
Investment manager Russell Investments’ proxy guidelines lay out that the manager will “vote for proposals to restore, or provide shareholders with, rights of appraisal[.]” This, despite the same guidelines setting out a general rule that Russell will vote for mergers themselves if Glass Lewis suggests a “for” vote, except for case by case instances. This
Boston Partners, a Massachusetts based investment fund with over $85BB AUM, is in favor of providing appraisal rights – according to its proxy voting policies. While Boston Partners votes on mergers on a “case-by-case” basis, certainly considering numerous elements, it is unequivocal in its support for proposals to restore or provide appraisal rights to
Domini Investment Trust is a “women-led SEC registered investment adviser specializing exclusively in impact investing.” Domini’s proxy voting guidelines for 2019 set out that while Domini analyzes mergers on a “case-by-case” basis, it will vote for appraisal rights proposals. As we’ve blogged about before, and will be covering this month, investors’ proxy guidelines often favor
Recently, Vice Chancellor Slights refused to grant Carl Icahn and affiliates’ novel request for a company’s books and records in order to mount a proxy contest against Occidental for agreeing to an allegedly bad deal with Anadarko. The Vice Chancellor ruled that furthering a proxy contest was not a “proper purpose” to support the activist
Does the existence of the appraisal remedy, and its use, have an effect on arbitrage spreads? If the appraisal remedy results in lower arbitrage spreads, then one can conclude that shareholders writ large are benefiting from the appraisal remedy – the argument advanced by Professors Brian Broughman, Audra Boone, and Antonio Macias in their piece
Loomis Sayles, an investment manager based in Boston, includes in its proxy voting guidelines {page A-100} a rule to vote “for proposals to restore, or provide shareholders with, rights of appraisal.” This is similar to a number of other investors we have previously covered – including pension funds, state investment boards, major proxy
As we have noted repeatedly, appraisal is a shareholder-protective remedy. While much of the academic and media commentary on appraisal focuses on Delaware and appraisal in the context of large public mergers, appraisal exists beyond Delaware, and in contexts far removed from headline making mergers. For example, in New York, appraisal rights are afforded to
Appraisal rights can offer investors critical protections against corporate actions that do not provide shareholders fair value. Investors often recognize this – as we recently posted, proxy voting guidelines suggest investors vote in favor of appraisal. And then there are the Corporate Governance Principles [.pdf] of the Los Angeles County Employees Retirement Association (LACERA),