Power Corporation of Canada | High withhold rate among subordinate shareholders during vote for two directors at Power Corporation of Canada

Status
8.76% votes in favour
AGM date
Previous AGM date
Proposal number
4
Resolution details
Lead filer
Mouvement d'éducation et de défense des actionnaires (MÉDAC)
Resolution ask
Adopt or amend a policy
ESG theme
  • Governance
ESG sub-theme
  • Shareholder rights
Type of vote
Shareholder proposal
Filer type
Shareholder
Company sector
Energy
Company HQ country
Canada
Resolved clause
It is proposed that the Board of Directors adopt a policy stating that any nominee who receives a greater number of votes “withheld” from his or her election than votes “for” his or her election by subordinate shareholders (a “majority withhold vote”) be deemed not to have received the support of shareholders of Power and must tender his or her resignation to the Chair of the Board of Directors and the Chair of the Governance and Nomination Committee promptly, such resignation to be effective upon acceptance by the Board of Directors.
Supporting statement
At the past two annual meetings, two directors, André Desmarais and Paul Desmarais Jr., received a significantly high percentage of withhold votes by subordinate shareholders, as shown in the following table: Withhold vote by subordinate shareholders (Andre Desmarais 23.77% in 2021 and 17.00% in 2020. Paul Desmarais Jr. 26.47% in 2021 and 46.01% in 2020.) It is important that corporate directors with multiple voting shares be able to count on majority support from both classes of shareholders, as a matter of legitimacy and credibility and as a way of providing assurance of good governance to all shareholders and stakeholders.

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