S H E A R M A N & S T E R L I N G L L P
42
43
C
O
R
P
O
R
A
T
E
G
O
V
E
R
N
A
N
C
E
-
R
E
L
A
T
E
D
S
H
A
R
E
H
O
L
D
E
R
P
R
O
P
O
S
A
L
S
REDEMPTION OF, OR SHAREHOLDER VOTE ON, POISON PILL:
Requests that the board submit the adoption, amendment or repeal of any poison pill to a
shareholder vote or that the bylaws or charter be amended to require shareholder vote on
poison pill.
DIRECTOR ELECTIONS BY MAJORITY VOTE:
Requests that the board amend the company's governance documents to provide that nominees
standing for election must receive the affi rmative vote of a majority of the votes cast.
REMOVAL OF SUPERMAJORITY REQUIREMENT:
Requests that the board eliminate all supermajority voting standards, unless required by law,
and adopt a simple majority voting standard.
ONE VOTE PER SHARE:
Requests that the board recapitalize the company so that all shares are entitled to only one vote.
REDEMPTION OF, OR
SHAREHOLDER VOTE
ON, POISON PILL
DIRECTOR ELECTIONS BY
MAJORITY VOTE
REMOVAL OF SUPERMAJORITY
REQUIREMENT
ONE VOTE PER SHARE
N
U
M
B
E
R
O
F
C
O
M
P
A
N
I
E
S
0
7
14
21
28
35
25
0 0 0
2 2 2 2 2
4
7
10
5
3
5
15
32
10
3
9
3 3
8
0
2003
2004
2005
2006
2007
2008
