http://www.footnoted.com/my-big-fat-deal/looking-past-the-little-stuff-at-eli-lilly/ Morningstar's guide to what's hiding in SEC filings Fri, 10 Feb 2012 20:24:57 +0000 hourly 1 http://wordpress.org/?v=3.2.1 http://www.footnoted.com/my-big-fat-deal/looking-past-the-little-stuff-at-eli-lilly/comment-page-1/#comment-11618 Governance Pro Fri, 12 Feb 2010 19:32:14 +0000 http://www.footnoted.com/?p=4526#comment-11618 Not only is LLY somewhat tone-deaf on compensation, but last year's proxy voting results merit scrutiny too. In 2006, shareholders passed a resolution to switch to annual election of every director. Every year since then, LLY has offered a management proposal to declassify the board, with a board recommendation to vote FOR it. A supermajority voting requirement means that the change must be passed by 80 percent of the outstanding shares. Still, that should not be too big an obstacle for a proposal that is clearly shareholder friendly. Every year, though, the proposal fails, earning a tiny sliver less than the 80 percent required. Every single institutional shareholder that discloses its voting record on Form N-PX voted FOR the change last year! So who are the owners of the 148 million shares voting against this proposal, despite the board's recommendation? Is it just a coincidence that the Lilly foundation owns almost 140 million shares? Not only is LLY somewhat tone-deaf on compensation, but last year’s proxy voting results merit scrutiny too. In 2006, shareholders passed a resolution to switch to annual election of every director. Every year since then, LLY has offered a management proposal to declassify the board, with a board recommendation to vote FOR it. A supermajority voting requirement means that the change must be passed by 80 percent of the outstanding shares. Still, that should not be too big an obstacle for a proposal that is clearly shareholder friendly. Every year, though, the proposal fails, earning a tiny sliver less than the 80 percent required. Every single institutional shareholder that discloses its voting record on Form N-PX voted FOR the change last year! So who are the owners of the 148 million shares voting against this proposal, despite the board’s recommendation? Is it just a coincidence that the Lilly foundation owns almost 140 million shares?

]]> http://www.footnoted.com/my-big-fat-deal/looking-past-the-little-stuff-at-eli-lilly/comment-page-1/#comment-11581 Michelle Leder Thu, 11 Feb 2010 00:51:42 +0000 http://www.footnoted.com/?p=4526#comment-11581 @wonktheplank: Not quite sure I'm following you here. Can you explain or provide a link? @wonktheplank: Not quite sure I’m following you here. Can you explain or provide a link?

]]> http://www.footnoted.com/my-big-fat-deal/looking-past-the-little-stuff-at-eli-lilly/comment-page-1/#comment-11580 wonkthe plank Wed, 10 Feb 2010 19:16:02 +0000 http://www.footnoted.com/?p=4526#comment-11580 Classic from MORN just published. The footnotes are writing about you instead of the other way around. Classic from MORN just published. The footnotes are writing about you instead of the other way around.

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