Sunday, November 1, 2009

The end of the rubbar stamp

IN a promising show of force by a company’s owners, three directors at Texas Industries, a construction materials maker with almost $850 million in sales, got the boot last week. Taking their seats at the boardroom table will be directors nominated by Shamrock Holdings, the money management firm best known for helping to oust Michael Eisner from his perch as chief executive of Disney.

The results of the Oct. 22 election at Texas Industries, disclosed last Tuesday, are an example of what happens when shareholders act appropriately — like the company owners that they are. Equally important, Shamrock executives say they believe their win at the company shows that shareholders are becoming increasingly willing to take on entrenched directors.

Directors, of course, have a fiduciary duty to look out for shareholders. Instead, many directors have simply served as rubber stamps for the chief executives they are supposed to be overseeing.

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