Cumulative Voting


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Cumulative Voting

A method of election of the board of directors used by corporations whereby a stockholder may cast as many votes for directors as he or she has shares of stock, multiplied by the number of directors to be elected.

A plan used for the election of members to the lower house of the Illinois legislature by which voters, each of whom is given three votes, may cast all of the votes for one candidate or allocate them among two or three candidates.

The purpose of cumulative voting is to facilitate the representation of minority stockholders on the board. The stockholder may cast all of his or her votes for one or more, but not all, of the directors on the ballot, which therefore promotes representation of small shareholders. Cumulative voting is mandatory under the corporate laws of some states and is allowed in most states.

cumulative voting

n. in corporations, a system of voting by shareholders for directors in which the shareholder can multiply his voting shares by the number of candidates and vote them all for one person for director. This is intended to give minority shareholders a chance to elect at least one director whom they favor. For example, there are five directors to be elected, and 10,000 shares issued, a shareholder with 1,000 shares could vote 5,000 for his candidate rather than being limited to 1,000 for each of five candidates, always outvoted by shareholders with 1,001 or more shares.

References in periodicals archive ?
Cumulative voting was enacted as a settlement to a lawsuit brought by the League of United Latin American Citizens, National Association for the Advancement of Colored People and three individuals against Amarillo ISD.
Of the 136 proposals studied, 47 seek to repeal classified boards, 50 seek to implement cumulative voting, and 39 seek to redeem or require shareholder vote on poison pills.
The loss of cumulative voting has meant loss of bipartisan support for needed policies, such as equitable funding for Chicago's public schools.
The Charter amendments to eliminate cumulative voting and to declassify the Board will be submitted to the Company's stockholders for approval at the 2015 annual meeting of stockholders.
The potential of full representation can be glimpsed by looking at Illinois' experience with cumulative voting for state legislative elections from 1870 to 1980.
Cliffs) announced that it has revised its White proxy card, in order to provide its shareholders to consistently vote with the recommendations of Institutional Shareholder Services (ISS) and Glass Lewis & Co (Glass Lewis) without inadvertently providing Casablanca Capital with a majority of the Board of Directors as a result of Cliffs' cumulative voting provision.
To Provide for Cumulative Voting in the Election of Directors: Shareholders defeated this proposal.
The election of the Supervisory Board is conducted by cumulative voting, which allows proportionate representation of Shareholders on the Supervisory Board.
Shareholders also rejected two shareholder proposals: the first to implement cumulative voting in the election of directors; the second to adopt a policy requiring an independent, non-executive chairman of the Board of Directors.
e) Rejected by a vote of 7,355,489 shares for and 560,432,827 shares against, with 615,495 shares abstaining, a shareholder proposal relating to the adoption of cumulative voting.
Senator Debbie Stabenow has a cumulative voting record of only 33 percent with the U.
Stockholders voted against a stockholder proposal relating to cumulative voting in the election of directors.