what percent of people need to vote against Eisner to get rid of him? Sorry if this was already asked but is it 51% or is more needed?

Originally posted by Disneys Biggest Fan
what percent of people need to vote against Eisner to get rid of him? Sorry if this was already asked but is it 51% or is more needed?

It isn't possible for Eisner to be removed with the shareholder vote. Since no alternate directors were proposed, the vote is essentially a formality. The number of directors running equal the number needed, meaning that all are guaranteed to keep their position.

The hope with the campaign to withhold votes is that a fairly low percentage of votes for Eisner (and/or other directors) will send a message to the board of directors, causing them to make changes on their own. The board could vote to replace Eisner as CEO and/or chairman at any time and the hope is that the shareholder vote will motivate them to do so.

-Jeff

thanks for clearing that up.

Originally posted by Disneys Biggest Fan
what percent of people need to vote against Eisner to get rid of him? Sorry if this was already asked but is it 51% or is more needed?

Disney's Biggest Fan, You are asking a question even the most intrepid and experienced business reporter finds it hard to find the answer to. Follow: Be very patient about this process, because you'll be digging. Go to Google. Instead of their main search engine hit "News". Once on the Google News search engine, and you'll have to play around with the keywords, but bottom line enter Disney and percentage or just Disney or Disney and proxy vote, then hit enter. What you are looking for are any news stories, and they are mostly going to be dated last week, that have to do with the proxy vote now concluding.

The gist is that the Securities and Exchange Commission wants to revise their Federal rules concerning governance on corporate boards of directors to permit shareholders' greater say in who gets to be Chairman, CEO and how the Board and the company is run so that shareholders' investments are sound, make money, etc. These rules are in the process of revision, but haven't been changed yet.

Meanwhile, in the world, we have Enron and other corporate scandals in recent years, and we have the disastrous merger between America Online and Time-Warner. I have read that shareholders who had a major problem with Steve Case remaining CEO of AOL-TimeWarner mounted a proxy challenge of him. Did I read they got 20% of shareholders to withhold votes for him? The Board of AOL-TimeWarner got the "message" being sent by the shareholders and Case got outta there. A few days ago I heard CNBC report that Disney shareholders without an organized protest (as with SaveDisney.com today) voted a 13% withhold rate to express displeasure at Michael Ovitz' severance package when he left Disney. Shareholders are apparently tired of investing the companies that are not responsive to their concerns over share value, corporate governance and the like and they are, not just at Disney, bringing challenges to be heard and asking for greater say than they previously have been granted.

So what is going on with Disney and SaveDisney.com and the grassroots efforts now underway is in fact trailblazing for other shareholders in other companies, for the companies themselves, for the SEC and for the business press. This is new.

In other articles about the Disney-SaveDisney matter, I have seen a range of 10%-20% withhold rate as being the level of significant message to send to Michael Eisner and the Disney Board. However, figures some media entities such as CBS Marketwatch.com, Reuters news agency, CNBC on cable and others have come up with (I even read an interview with two analysts who said they seem to know it was, as of last week, at a 30% level so far, but they didn't say how they knew that) are putting the level at 30% or definitely higher. As we see these statewide employee pension funds announce publicly their intent to vote withhold or not (New York City over the weekend has decided to vote with Michael Eisner and Board) the landscape will change.

Any significant percentage, in the absence of some written down rule somewhere that mentions a specific threshhold, will definitely send a message of shareholder disatisfaction and desire for change.

The vote will not get rid of Michael Eisner, per se. There is no one running against him or any of the other Board members. However it will be the proportion of withhold votes that will be noticed. If XX% many people are deliberately voting withhold vs. just tossing the proxy ballots aside in boredom, that is significant. The press has reported most shareholders ignore the annual reports and proxy ballots, etc., and into a pile or the garbage they go. The default is that the company will vote those shares in favor of the company's positions unless otherwise guided by actual shareholder voting records. So if people are awake and aware enough to mark the ballot and send it in, phone the votes in, or vote online, that is significant. And the proportion of how many people care to do that will be watched.

To get the specifics of the news media delving into this, though, you'll have to dig around in Google News. So there is not specific percentage. But this case will go a long way to helping the SEC and corporations and other shareholders define in the future what that percentage range should be.

I hope that helps. I barely understand some of this myself! I feel like the blind leading the blind, hellllp!

SaveDisney.com has some articles too, maybe that would be shorter and easier to research, I dunno.