GE Board Amends Bylaws to Allow Proxy Access for Some Big Investors

   By Tess Stynes 
 

General Electric Co. (GE) said its board amended the company's bylaws to allow big, long-term shareholders to nominate candidates for as many as 20% of the seats on the conglomerate's board.

Under the change, GE will implement a proxy access bylaw that allows shareholders--or a group of as many as 20 shareowners--with stakes of at least 3%, to make nominations and include them on the company's proxy materials, providing they have held the stake for at least three consecutive years and meet other requirements.

Proxy access could turn typically one-sided corporate contests into something more like mainstream elections, by letting big investors list competing board candidates on official company ballots. Shareholders have been allowed to submit such proposals to individual companies only since 2012, after a federal appeals court struck down a mandatory proxy-access rule from the Securities and Exchange Commission.

Based on the current size of GE's board, currently at 17 members, such investors potentially could could submit nominations for three candidates to the GE's board.

Few companies have adopted proxy-access policies. In January, Monsanto Co. shareholders approved a nonbinding proposal requesting "proxy access" adoption.

Write to Tess Stynes at [e-mail]

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