EQUIFAX INC. | Right of Shareholders to Call Special Meetings at EQUIFAX INC.

Status
Filed
Previous AGM date
Resolution details
Company ticker
EFX
Lead filer
John Chevedden
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
Financials
Company HQ country
United States
Resolved clause
RESOLVED : Shareholders ask our Board of Directors to take the steps necessary to amend the appropriate company governing documents to give the owners of a combined 10% of our outstanding common stock the power to call a special shareholder meeting or the owners of the lowest percentage of shareholders, as governed by state law, the power to call a special shareholder meeting. Such a special shareholder meeting can be an online shareholder meeting.  
Supporting statement
There shall be no poison pill discriminatory rule to require ownership of shares for a specific period of time in order for shares to participate in calling for a special shareholder meeting. This proposal includes that Cincinnati Financial incorporates this right in its bylaws and that such bylaws be published on the Cincinnati Financial website for easy access. Shareholders may especially seek a reasonable right to call for a special shareholder meeting after unfavorable news reports. In January 2025, the Consumer Financial Protection Bureau (CFPB) fined Equifax $15 million for failing to properly investigate consumer disputes over inaccurate credit reports. The CFPB found that Equifax ignored documents from consumers, allowed deleted inaccuracies to reappear, and used confusing language in its follow-up letters. Also in January 2025, the New York Attorney General's office announced a $725,000 settlement with Equifax. This was for a 2022 coding error that caused the company to misreport the credit scores of tens of thousands of New Yorkers. The error resulted in higher costs for consumer loans. In May 2025, the Morgan & Morgan law firm posted about an inaccurate credit reports settlement. In October 2025, Fair Isaac Corp. (FICO) announced a plan to license its credit scores directly to mortgage resellers, threatening to cut out major credit bureaus like Equifax. The move sent "shockwaves" through the credit reporting industry and caused Equifax's stock to fall over concerns about future profits. Following the FICO announcement, Yahoo Finance highlighted the potential negative impact on Equifax's revenue and stock price, noting the share drop and the market's reaction to the news. During Equifax's Q2 2025 earnings call, the company noted negative factors impacting its business, including continued weakness in the mortgage market, higher litigation costs, and economic uncertainty. There is no concern that allowing 10% of shares to call for a special shareholder meeting, as called for in this proposal, is too easy. It is almost unheard of for any special shareholder meeting, called for by shareholders, to ever occur at any company even though a significant number of companies allow 10% of shareholders to call for a special shareholder meeting. In the vast majority of cases or in most cases, once a special meeting is called for by shareholders, the issues behind calling for a special shareholder meeting are quickly

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