The Shareholder Rights Project (SRP) was established by the Harvard Law School Program on Institutional Investors to contribute to education, discourse, and research related to efforts by institutional investors to improve corporate governance arrangements at publicly traded firms. During three academic years (2011-2012 through 2013-2014), the SRP operated a clinic that assisted institutional investors (several public pension funds and a foundation) in moving S&P 500 and Fortune 500 companies towards annual elections. This work contributed to board declassification at about 100 S&P 500 and Fortune 500 companies. This website provides information about the work done by the SRP clinic during its three years of operation. Any communications with respect to the SRP clinic should be attributed solely to the SRP and not to Harvard Law School or Harvard University.
102 Companies Declassified
This page provides details about the 102 declassifications that have taken place as a result of the work of the SRP clinic and investors that worked with the SRP clinic. These 102 companies had an aggregate market capitalization exceeding one trillion dollars as of July 14,2015. As explained in greater detail below:
- 42 companies declassified during 2012 as a result of the work by the SRP clinic and investors that worked with the SRP clinic;
- 39 companies declassified during the 2013 proxy season as a result of such work;
- 17 companies declassified during the 2014 proxy season as a result of such work; and
- 4 companies declassified during the 2015 proxy season as a result of such work.
42 Companies Declassified during the 2012 proxy season
Altogether as a result of the work by the SRP clinic and investors that worked with the SRP clinic, 42 companies declassified during the 2012 proxy season (listed in Table 1 below). These declassifications resulted from following ways:
- 32 companies (listed in Panel A of Table 1 below) declassified following agreements with investors that worked with the SRP clinic during the 2012 proxy season;
- 7 companies (listed in Panel B of Table 1 below) declassified during the 2012 proxy season following agreements with the SBA and the NCF, which worked with the American Corporate Governance Institute (ACGI) to submit shareholder proposals during the 2011 proxy season; and
- 3 companies (listed in Panel C of Table 1 below) declassified following successful precatory proposals during the 2012 proxy season through bylaw amendments (where company’s classified board structures are set out in its bylaws, it may declassify without a shareholder vote).
39 Companies Declassified during the 2013 proxy season
Altogether as a result of the work by the SRP clinic and investors that worked with the SRP clinic, 39 companies declassified during the 2013 proxy season (listed in Table 2 below). These declassifications resulted from following ways:
- 29 companies (listed in Panel A of Table 2 below) declassified following agreements to bring management declassification proposals to a shareholder vote during the 2013 proxy season;
- 1 company (listed in Panel A of Table 2 below) declassified following an agreement during the 2013 proxy season by amending its bylaws (where company’s classified board structures are set out in a company’s bylaws, it may declassify without a shareholder vote);
- 7 companies (listed in Panel B of Table 2 below) declassified following agreements during the 2012 proxy season with investors that worked with the SRP clinic; and
- 2 companies (listed in Panel C of Table 2 below) declassified by bringing management declassification proposals to a vote at their annual meetings during the 2013 proxy season following successful precatory declassification proposals submitted to those companies during the 2012 proxy season by investors that worked with the SRP clinic.
17 Companies Declassified during the 2014 proxy season
As a result of the work by the SRP clinic and investors that worked with the SRP clinic, 17 companies declassified during the 2014 proxy season (listed in Table 3 below). These declassifications resulted from following ways:
- 13 companies (listed in Panel A of Table 3 below) declassified following agreements during the 2014 proxy season to bring management declassification proposals to a shareholder vote; and
- 4 companies (listed in Panel B of Table 3 below) declassified following agreements with investors that worked with the SRP clinic during the 2013 proxy season.
4 Companies Declassified during the 2015 proxy season
As a result of the work by the SRP clinic and investors that worked with the SRP clinic, 4 companies declassified during the 2015 proxy season.
Table 1 below provides information concerning the declassifications that took place during the 2012 proxy season. Table 2 below provides information concerning the declassifications that took place during the 2013 proxy season. Table 3 below provides information concerning the declassifications that took place during the 2014 proxy season.
Table 1: 2012 Proxy Season Declassifications Due to Work by the SRP clinic and investors that worked with the SRP clinic
| Company | Proponent |
| Panel A: Declassification Following Agreements during the 2012 Proxy Season | |
| Amphenol Corporation (APH) | NCF |
| BlackRock, Inc. (BLK) | ISBI |
| C.H. Robinson Worldwide, Inc. (CHRW) | NCF |
| C.R. Bard, Inc. (BCR) | OPERS |
| Cabot Oil & Gas Corporation (COG) | NCDST |
| Cameron International Corporation (CAM) | NCDST |
| CenturyLink, Inc. (CTL) | ISBI |
| CIGNA Corporation (CI) | OPERS |
| Coventry Health Care, Inc. (CVH) | ISBI |
| DeVRY, Inc. (DV) | PRIM |
| FMC Technologies, Inc. (FTI) | NCDST |
| Fidelity National Information Services, Inc. (FIS) | ISBI |
| Flowserve Corporation (FLS) | NCDST |
| Helmerich & Payne (HP) | NCDST |
| Hudson City Bancorp, Inc. (HCBK) | NCF |
| Intuitive Surgical, Inc. (ISRG) | NCDST |
| Janus Capital Group Inc. (JNS) | NCDST |
| JDS Uniphase Corporation (JDSU) | PRIM |
| Juniper Networks, Inc. (JNPR) | ISBI |
| KLA-Tencor Corporation (KLAC) | PRIM |
| McDonald’s Corporation (MCD) | LACERA |
| NRG Energy, Inc. (NRG) | NCDST |
| Newell Rubbermaid Inc. (NWL) | ISBI |
| Owens-Illinois, Inc. (OI) | ISBI |
| Patterson Companies, Inc. (PDCO) | PRIM |
| Pioneer Natural Resources Company (PXD) | LACERA |
| TECO Energy, Inc. (TE) | NCF |
| The Progressive Corporation (PGR) | ISBI |
| The Western Union Company (WU) | NCF |
| Rowan Companies, Inc. (RDC) | NCDST |
| Stanley Black & Decker, Inc. (SWK) | NCDST |
| Wyndham Worldwide Corporation (WYN) | NCF |
| Panel B: Declassification Following Agreements during the 2011 Proxy Season | |
| CME Group Inc. (CME) | NCF |
| Dean Foods Co (DF) | SBA |
| Dr Pepper Snapple Group, Inc. (DPS) | NCF |
| E*Trade Financial Corporation (ETFC) | SBA |
| eBay Inc. (EBAY) | NCF |
| Fiserv, Inc. (FISV) | SBA |
| Hospira (HSP) | NCF |
| Panel C: Declassification Following Successful Precatory Proposals during the 2012 Proxy Season | |
| Bemis Company (BMS) | NCDST |
| Urban Outfitters, Inc. (URBN) | ISBI |
| V.F. Corporation (VFC) | NCF |
Table 2: 2013 Proxy Season Declassifications Due to Work by the SRP clinic and investors that worked with the SRP clinic
| Company | Proponent |
| Panel A: Declassification Following Agreements during the 2013 Proxy Season Management Declassification Proposal Passed |
|
| Best Buy Co, Inc. (BBY) | NCF |
| CareFusion Corporation (CFN) | NCF |
| CarMax, Inc. (KMX) | NCF |
| CF Industries Holdings, Inc. (CF) | LACERA |
| Chipotle Mexican Grill, Inc. (CMG) | ISBI |
| Cognizant Technology Solutions Corporation (CTSH) | LACERA |
| Crown Castle International Corp. (CCI) | SERS |
| DENTSPLY International Inc. (XRAY) | LACERA |
| Edwards Lifesciences Corporation (EW) | ISBI |
| EQT Corporation (EQT) | OPERS |
| F5 Networks, Inc. (FFIV) | ISBI |
| FLIR Systems, Inc. (FLIR) | NCF |
| FMC Corporation (FMC) | NCF |
| Hess Corporation (HES) | NCDST |
| Johnson Controls, Inc. (JCI) | PRIM |
| Lexmark International (LXK) | NCDST |
| Lorillard, Inc. (LO) | ISBI |
| Manpower Inc. (MAN) | SBA |
| Monsanto Company (MON) | PRIM |
| Moody's Corporation (MCO) | NCF |
| NII Holdings, Inc. (NIHD) | SBA |
| People's United Financial, Inc. (PBCT) | NCDST |
| Red Hat, Inc. (RHT) | LACERA |
| Ryder System, Inc. (R) | NCDST |
| salesforce.com, inc. (CRM) | NCF |
| Snap-On Inc. (SNA) | NCDST |
| The J. M. Smucker Company (SJM) | LACERA |
| United Natural Foods, Inc. (UNFI) | ISBI |
| Xylem Inc. (XYL) | NCF |
| Bylaws Amended | |
| Lincoln National Corporation (LNC) | SERS |
| Panel B: Declassification Following Agreements during the 2012 Proxy Season | |
| Citrix Systems, Inc. (CTXS) | LACERA |
| GameStop Corp. (GME) | NCF |
| L-3 Communications Holdings Inc. (LLL) | NCDST |
| MetroPCS Communications, Inc. (PCS) | LACERA |
| O'Reilly Automotive, Inc. (ORLY) | NCF |
| Roper Industries, Inc. (ROP) | LACERA |
| Unum Group (UNM) | LACERA |
| Panel C: Declassification Following Successful Precatory Proposals during the 2012 Proxy Season | |
| MEMC Electronic Materials, Inc. (WFR) | NCDST |
| Quest Diagnostics Incorporated (DGX) | ISBI |
Table 3: 2014 Proxy Season Declassifications Due to Work by the SRP clinic and investors that worked with the SRP clinic
| Company | Proponent |
| Panel A: Declassification Following Agreements during the 2014 Proxy Season | |
| Aecom Technology Corporation (ACM) | ISBI |
| Air Products and Chemicals, Inc. (APD) | NCF |
| Ashland Inc. (ASH) | ISBI |
| BorgWarner Inc. (BWA) | NCF |
| Foot Locker, Inc. (FL) | NCDST |
| Hertz Global Holdings, Inc. (HTZ) | ISBI |
| Huntsman Corporation (HUN) | SBA |
| Jacobs Engineering Group Inc. (JEC) | NCF |
| Jarden Corporation (JAH) | NCDST |
| Kansas City Southern (KSU) | ISBI |
| United States Steel Corporation (X) | NCDST |
| Varian Medical Systems, Inc. (VAR) | NCF |
| WESCO International, Inc. (WCC) | SBA |
| Panel B: Declassification Following Agreements during the 2013 Proxy Season | |
| Autoliv, Inc. (ALV) | LACERA |
| Owens Corning (OC) | ISBI |
| Tech Data Corporation (TECD) | SERS |
| The Mosaic Company (MOS) | OPERS |