Page 172 - Business Principles and Management
P. 172

C HAPTER 6 A SSESSMENT



                        CASE 6-2: Stockholder Responsbility
                        Alicia Fuentes owns 15 shares of stock in the Shale Oil Company, a large
                        corporation that deals with oil and gas products. Hugh Jones, a friend of
                        Alicia’s, owns 20 shares. Today they both received an invitation to attend
                        the annual stockholders’ meeting in Chicago, which neither can attend.
                        They had this conversation over dinner at a local restaurant.
                        Alicia: Since I can’t attend the meeting, I’m going to sign the proxy card
                               and answer “for” regarding the two proposals that are to be voted
                               on. Of course, I don’t know any of the board members who are
                               up for election, but they must be OK. I wish they could distribute
                               more dividends, though.
                        Hugh: You shouldn’t just give your vote away to management, Alicia.
                               You should elect one of the candidates to be an outside board
                               member. That person could then shake things up a bit, get some
                               changes made. You probably also don’t know anything about the
                               other item asking for approval to increase the number of shares
                               of stock that can be sold.
                        Alicia: I don’t have time to do homework on the company. Shale Oil
                               Company always makes a profit; therefore, it deserves my vote.
                        Hugh: Too many stockholders don’t do their homework on the com-
                               pany and not many go to the meetings. So management always
                               has its own way. Why bother sending a proxy statement at all?
                               I’m not going to waste time sending my proxy back.
                        Alicia: I’m still going to vote, Hugh. Besides, the company pays the
                               postage.
                        Hugh: You’re doing what everyone else does. Management always wins.
                               But since you’re going to vote, I will too. The difference is that I’m
                               going to vote against the two items . . . no, on second thought, I’ll
                               just sign the proxy. That will really confuse them.


                        THINK CRITICALLY
                           1. Whether they vote “for” or “against” the proposals listed on the
                              proxy statement, how many votes can Alicia and Hugh cast?
                           2. If the proxy statement is like the one shown in Figure 6-6 and Hugh
                              signs it but does not mark “for” or “against” the two proposals, how
                              do you think the management will use the proxy?
                           3. If Hugh or Alicia wanted an important proposal to be made known
                              and voted on by the stockholders, how could they achieve their goal?
                           4. How should Alicia and Hugh have received information about each
                              of the proposals from management that would enable them to vote
                              with adequate information?
                           5. What might an outside board member do that an inside member
                              might not do?
                           6. Why do Alicia and Hugh need to worry about who is on the board
                              at Shale Oil Company?







                                                                                                                          159
   167   168   169   170   171   172   173   174   175   176   177