About | HeinOnline Law Journal Library | HeinOnline Law Journal Library | HeinOnline
LOG IN
LOG IN

13 Rutgers Bus. L.J. 1 (2016)

handle is hein.journals/rutgblaj13 and id is 1 raw text is: BEYOND CRACKER BARREL: SHAREHOLDER..., 13 Rutgers Bus. L. 13 Rutgers Bus. L. Rev. 22 Rutgers Business Law Review Fall, 2016 Matthew J. Petrozziello, Esquire Copyright C 2016 by Rutgers Business Law Review; Matthew J. Petrozziello, Esquire BEYOND CRACKER BARREL: SHAREHOLDER PROPOSALS AS A MEANS OF EFFECTUATING CSR POLICIES ABSTRACT This piece examines the impact of shareholder proposals that pursue corporate socialresponsibility (CSR) causes. The author traces the history of CSR shareholder proposals and how the Securities and Exchange Commission has reacted to them over time. Exploring the Cracker Barrel Old Country Store turmoil of the 1990s and recent statistical trends, the authorconcludes that CSR shareholder proposals are becoming increasingly effective tools to furthersocial change. TABLE OF CONTENTS I. INTRODUCTION 23 II. SHAREHOLDER PROPOSALS GENERALLY 23 III. MODERN TRENDS SHOW THE PROGRESS OF CSR SHAREHOLDER PROPOSALS 26 IV SUCCESS SHOULD BE INTERPRETED BROADLY FOR CSR SHAREHOLDER 30 PROPOSALS V LGBT SHAREHOLDER PROPOSALS AS A MICROCOSM OF THE RECENT SHIFT 33 TOWARD ALLOWING CSR PROPOSALS VI. THE POST-CRACKER BARREL CSR SHAREHOLDER PROPOSAL LANDSCAPE 37 VIl. CONCLUSION 40 *23 I. INTRODUCTION Shareholder proposals are one of the most prominent vehicles for encouraging corporations to adopt socially responsible policies. Formerly relegated to pure management decisions, shareholder proposals have evolved into a potent means of inciting change in corporate social responsibility (CSR) policies. Underlying the rise of such shareholder proposals are the requirements of Rule 14a-8 of the Securities and Exchange Act of 1934 and the difficult process of identifying when CSR initiatives have been successful. The progress of socially responsible proposals is evident in recent developments concerning shareholder campaigns to advance LGBT employment rights. These recent advancements highlight the immense potential of shareholder proposals in the CSR realm. II. SHAREHOLDER PROPOSALS GENERALLY To comprehend the unique situation of socially responsible shareholder proposals, one must understand the basics of shareholder proposals. Shareholders employ shareholder proposals to recommend that a corporation or a corporation's board of directors take action in a particular area. 101 If management is not granted exclusion, the proposal is added to a shareholder ballot to be voted upon at the next shareholders' meeting. 102 Rule 14a-8 governs the procedures for shareholder proposals. 103 The statute

What Is HeinOnline?

HeinOnline is a subscription-based resource containing thousands of academic and legal journals from inception; complete coverage of government documents such as U.S. Statutes at Large, U.S. Code, Federal Register, Code of Federal Regulations, U.S. Reports, and much more. Documents are image-based, fully searchable PDFs with the authority of print combined with the accessibility of a user-friendly and powerful database. For more information, request a quote or trial for your organization below.



Short-term subscription options include 24 hours, 48 hours, or 1 week to HeinOnline.

Purchase Access

Contact us for annual subscription options:

Contact Us

Already a HeinOnline Subscriber?

Log In

profiles profiles most