Poison Pills in 2011
Director Notes Series, Vol. 3, No. 5, 2011
12 Pages Posted: 17 May 2011
Date Written: March 16, 2011
Having been buffeted by sustained attacks from activists and proxy voting advisers in past years, the shareholder rights agreement is no longer as prevalent as it once was - a phenomenon that has been documented by many corporate governance observers like The Conference Board. However, the most recent case law confirms the validity of poison pills that are properly structured, adopted, and administered. This report discusses these new trends and provides guidance to boards considering whether to adopt a pill and how to formulate its terms.
Keywords: poison pill, shareholder activism, merger & acquisitions, proxy voting
JEL Classification: G34
Suggested Citation: Suggested Citation