Netflix Inc

Will Netflix Ignore Stockholders Again?

Netflix Statement Re Proposal #4: Right to Call Special Meetings   

This proposal simply asks for a shareholder right to call a special meeting. Special meetings are a way to bring an important matter to the attention of both management and shareholders outside the annual meeting cycle. That is important because there could be 15-months between annual meetings. The 15% threshold is still well above the 10% allowed by law, which many other companies provide. Emergencies do happen. 64% of S&P 500 companies provide for special meetings. 

Let me also put this proposal in context. 

Last year a majority of shares were voted in favor of proxy access, to declassify the board, a majority vote for electing directors and to eliminate all supermajority voting requirements. As far as I know, none of those proposals were implemented by the Board. 

In 2016 a majority of shares were voted in favor of proxy access, reducing supermajority vote requirements, and declassifying the board. 

In 2015 similar proposals were voted and won.  A majority of shareholders also voted against director Barton, who, although he lost, is up for reelection this year.

In 2014 a majority voted to declassify the board and to require a majority vote to elect directors. 

I could keep going back in time but you get the picture. The voice of shareholders is being ignored and has been ignored for many years. 

Once again, let’s send a message to the Board. Please vote FOR proposal #4 to provide for special meetings. Hopefully, the Board will get the message. Shareholders want good governance. 

See also, Netflix 2018 Proxy: Shareholders Still Pushing Basic Rights.


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