What is Porcupine Provision?

A Porcupine Provision is a colloquial term for corporate charter amendments contained within a company's charter specifically designed to prevent a takeover without the board of directors' approval, making hostile takeovers far more difficult. For example a targeted company can maintain its board by stripping the right of shareholders to call ad hoc ('extraordinary') meetings or remove directors without reason, or it can stagger the board member's tenure terms and introduce cumulative voting so that a hostile majority shareholder cannot replace the entire board in one annual meeting.