Just for future reference

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bmn

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Jul 9, 2008, 7:27:15 PM7/9/08
to DataPortability.Action.Steering
In reading over the recent voting thread, I was reminded of my work in
corporate governance many moons ago.

Just in case anyone is interested, the term "cumulative voting" is
used to describe the situation where each voter (share/whatever) is
allocated a number of votes depending on how many positions are being
elected. There are some variations on the practice but they're not
really relevant here.

A "staggered board" is the term used to describe an elected board that
has less than the full slate elected each year -- standard in
corporate America is to divide the board into 3 classes, with one
class elected each year. Practical effect is to slow down possible
turnover on the board, it's generally regarded by shareholder
advocates as an anti-takeover provision in a corporate charter.

Again, just fyi.

Elias Bizannes

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Jul 9, 2008, 10:31:28 PM7/9/08
to DataPortability.Action.Steering
Thank you, great comments.

This election is for the purposes of seeding the intial group. But
once seeded, I think these points should be taken on board goign
forward - look forward to having you participate in those discussions
in the near future.

Brett McDowell

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Jul 10, 2008, 2:13:42 AM7/10/08
to dataportabilit...@googlegroups.com
+1 on a staggered Board. To achieve one I think we simply draw straws
(or the equivalent) and 1/2 the Board will end up with two year seats
and the other half will just have the one year terms.

-- Brett

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