EBAY INC.
NASDAQ: EBAY Annual Meeting: 5/01/2015
Ebay’s announcement in September 2014 that it would be spinning off its prized PayPal unit was a striking about-face from CEO John Donahoe and Ebay’s board, which only months before had been involved in a bitter proxy fight with Carl Icahn at the Company’s 2014 annual meeting. The spin-off, which is expected to be completed in the second half of 2015, is a massive victory for Carl Icahn and activist investors in general, who continue to gain credibility with institutional investors.
Mr. Icahn, who also saw off long-standing director Marc Andreessen (described by Icahn as having “a squeaky voice that only a dog can understand” among other, less repeatable things), was not content simply with the spin-off; prior to this year’s annual meeting Ebay announced it would be appointing one of his nominees to the board and also agreed to implement a number of governance features at PayPal once it eventually becomes public. In exchange, Icahn agreed not to nominate any directors at the 2015 annual meeting and not to acquire more than 20% of Ebay’s common stock. In addition to Mr. Icahn’s nominee, the Ebay board has added five of its own new directors since January.
Ebay is also one of 75 companies targeted by the New York City Comptroller’s proxy access campaign this year. While the Company originally filed a “no-action” request with the SEC on the basis that the shareholder proposal conflicted with a management proposal on the same topic, perhaps the shareholder uproar to a similar management scheme at Whole Foods made it re-consider: the proposal described by Ebay in its correspondence with the SEC (5%/4 years to nominate 15% of the board) never materialized in Ebay’s proxy statement, while the Comptroller’s proposal does. Ebay’s management, while likely avoiding shareholder backlash, recommends that shareholders vote Against the proxy access shareholder proposal.
VOLKSWAGEN AG
Deutsche Borse: VOW Meeting Date: 5/5/2015
BG GROUP PLC
LSE: BG Meeting Date: 5/5/2015
STANDARD CHARTERED PLC
LSE: STAN Meeting Date: 5/6/2015
DOMINION RESOURCES
NYSE: D Meeting Date: 5/6/2015
BANK OF AMERICA
NYSE: BAC Meeting Date: 5/6/2015
CVS HEALTH CORPORATION
NYSE: CVS Meeting Date: 5/7/2015
CANADIAN NATURAL RESOURCES
TSX: CNQ Meeting Date: 5/7/2015