This headline is so much more fun if you don't read the article, which states that the shareholders didn't have an issue with the guy and were instead upset about compensation policies that were changed at the meeting.

But post more beheading photos, it makes you seem edgy and cool.

mongbiohazard: Treygreen13: This headline is so much more fun if you don't read the article, which states that the shareholders didn't have an issue with the guy and were instead upset about compensation policies that were changed at the meeting.

But post more beheading photos, it makes you seem edgy and cool.

Pretty sure the article said that's what the board of directors themselves said that the shareholders wanted, not that anyone else polled the shareholders.

From the article:

The company said that in the wake of the vote, it reached out to shareholders, including proxy firms and learned that the concerns were not with Solt, chairman of the compensation committee, but with previous executive compensation practices that were changed at the May meeting.

Not sure how much clearer that can be. Unless you're implying that they didn't reach out to the shareholders or the proxy firms (who speak on behalf of shareholders) and instead just claimed that was what they said.

Sergeant Grumbles: Treygreen13: This headline is so much more fun if you don't read the article, which states that the shareholders didn't have an issue with the guy and were instead upset about compensation policies that were changed at the meeting.

The guy was head of the compensation committee. Who else do you go after if you're unhappy with executive compensation?
The bottom line is that he was effectively voted out, and the board gave the shareholders the finger and are just looking for a way to cover their asses. It's that kind of consequence-free bullshiat for the wealthy that leads to heads rolling.

Well, I can see how it looks that way if you don't read the article.

Sergeant Grumbles: Treygreen13: Well, I can see how it looks that way if you don't read the article.

FTFA: The Columbus-based closeout retailer Monday said it would retain Solt on its board and reject his resignation offer despite his failing to garner a majority of votes in the company's May election of its board.

Oh look, what the article actually says! Voted out by shareholders, but keeps his position because the board says so. Is there a consequence I'm missing here?

Yes.

The company said that in the wake of the vote, it reached out to shareholders, including proxy firms and learned that the concerns were not with Solt, chairman of the compensation committee, but with previous executive compensation practices that were changed at the May meeting.

That's the part you're missing here... where the rest of the article explains why you're an idiot and thus think people should have their heads chopped off because you don't understand how corporations work.

Now GTFO and take your fail with you.

All2morrowsparTs: I read the article and get the board's justification to get them but this show how warped the role of BoDs at large corporations have become. The BoDs are meant to represent and execute the will of the shareholders

This is true. However, the article does not go into Big Lots' Corporate Governance Guidelines, which state (in this link) that anyone failing to garner a majority vote must submit a resignation letter (which was done) for consideration. There is nothing saying that they must accept the resignation, and in fact allows for 100 days to consider what is best for the company. They then asked the proxy firms and shareholders what the issue was, decided that the changes they had made in May addressed those concerns, and then decided to reject the resignation because it was the best thing for the company.

Sergeant Grumbles: Too bad you're wrong. I saw it for what it was, the board covering its own ass as it flipped the bird at the shareholders. If you're unhappy with executive compensation, who else do you target than the guy in charge of compensation? Or is it normal to keep your job after being voted out in the world of corporations? That's not really an argument against heads rolling.

Maybe the next time I'm fired, I can just get my buddies to give me a do-over.

Here's the Big Lots Corporate Governance Guidelines. The majority vote policy is 1.11 on page 2 of that document. Within is the agreed-upon rules of the shareholders and board when it comes to the mechanics of this vote.

Read it if you want. Or don't. I don't care.

Satanic_Hamster: Are you really this gullible and/or stupid, or is this some weird trolling?

Actually, Daniel, I am not gullible or stupid. The information I used to come to the conclusion is out there, for free, for everyone to look up. I have experience in purchasing and selling shares in corporations and responding to votes through proxy.

What is "gullible" is posting pictures of guillotines and believing anything a submitter on Fark tells you, instead of reading the articles and evidence supplied.

The Flexecutioner: Outside of there now being 2 roles from what used to be occupied by one person, where would this shareholder outrage be if the by-laws in May were actually good for reducing compensation?  Either the author forgot some details or the shareholders' rage was uncalled for to begin with?

I can only imagine that the newly doffed Compensation Chief that was voted out decided to renege on those rules in an effort to appease them and keep his role?  I'm not sure based on how the article reads but the things that happened at that May meeting suggest two different things.

And yes, I'm expecting TreyGreen13 to clear it up as he's established himself the alpha male in this discussion.

Here is (probably) how this went: (note, this is just a possible way but it seems logical)

1. At the May meeting of the shareholders, a vote was taken of the shareholders in attendance. Mr. Solt failed to get a majority vote, but he was running unopposed so there isn't someone to replace him right then.  This MarketWatch article states that votes for him were "withheld", meaning that someone refused to provide supporting votes until their issues were addressed.

2. By the company law, Mr. Solt is forced to tender his resignation, so he did. The Board of Directors is now required to look at the resignation and decide on it.

3. The Board said, "Oh shiat, these guys are serious. Let's find out what they're upset about, or we're going to have to find someone to replace him." The Board has 100 days from this point to make a decision.

4. The Board (sometime after the vote) asked the biggest shareholders and proxy voting firms (who control a LOT of votes) what their issues were - to which they replied "your executives are making too much money" and the Board said, "So you don't have any beef with Solt personally, just that you want changes in executive compensation?" And they said, "yes."

5. The Board (over the past 100 days) reviews their current policy and decides whether or not the company is making progress towards that goal, or away from it. They look at changes they can make and decide to implement them. They evaluate Solt on his experience and track record and say, "I think we're going in the right direction with him before the vote and these changes. We're going to keep him rather than trying to bring anyone new in."

6. BigLots puts out a press release. Since the shareholders wanted changes to be made and didn't dislike Solt personally, they say "Ok." Internet revolutionaries post beheading pics and then disappear into the night.

poot_rootbeer: If shareholders were happy with Solt, they would have given him enough votes for him to retain his position.  I don't know their corporate bylaws, so I don't know if keeping him on board despite the shareholder vote is disallowed or just frowned upon, but I don't like the idea that objective voting results can be superceded by subjective interpretation of voters' motivations.

Hold another vote.  Find out if the shareholders are actually happy keeping him on as long as the policy is changed.

Well, their corporate laws are linked twice here, and I've recapped them twice already, but I'll help here again:

Big Lots Corporate Governance Guidelines page 2, section 1.11

But you're right - they can eventually send a strong(er) message if this doesn't solve their issues by dumping huge amounts of Big Lots stock or bringing others up for a vote. Tanking the price by selling hits the Board of Directors right in the pants since (by the law linked above) the Board of Directors must be large shareholders to remain on the board.

The Flexecutioner: Point 5 doesnt address that those changes were made at the same meeting the vote took place, according to the article.  They more than likely couldnt have polled their people, caved, and changed by-laws before the close of that meeting.  I think at best the article writer phoned this one in for a paycheck and decided an accurate timeline wasnt necessary.  At worst it's a misinformative PR statement disguised as a business article.

Their posted corporate governance laws (linked in this thread now three times) were last revised in November of last year. So they couldn't have changed them unless they had a time machine, and if I had a time machine I'd be king of the world not head of executive compensation at Big Lots.

The Flexecutioner: Treygreen13: The Flexecutioner: Point 5 doesnt address that those changes were made at the same meeting the vote took place, according to the article.  They more than likely couldnt have polled their people, caved, and changed by-laws before the close of that meeting.  I think at best the article writer phoned this one in for a paycheck and decided an accurate timeline wasnt necessary.  At worst it's a misinformative PR statement disguised as a business article.

Their posted corporate governance laws (linked in this thread now three times) were last revised in November of last year. So they couldn't have changed them unless they had a time machine, and if I had a time machine I'd be king of the world not head of executive compensation at Big Lots.

well, i didnt care to read the links (or every post in this thread), but i did care to read the article that doesnt say this.  unless you can find where it did and I'm mistaken, it actually says the rules were changed in May.  im fine with you correcting that.  but either way, my conclusions on the author still holds true--either it's poorly written intentionally or unintentionally, creating much of the confusion that required far too much effort to correct.

I think there's some confusion here about "by-laws." The agreed-upon rules I've posted here explain why a majority shareholder vote isn't a requirement for the guy to be fired - something not mentioned in the article. Big Lots is required to provide that information to investors and potential investors so anyone who put money with Big Lots had the opportunity to find that out before they invested. Nothing has changed in their corporate governance agreement since November of last year, so they couldn't have changed their corporate governance rules to allow him to stay in May - and as the article states Solt followed the rules and submitted his resignation for review by the Board.

The timeline is poorly written, though, I agree. At some point in May they made further changes to their executive compensation policy but it isn't clear if it happened actually *at* the meeting or immediately afterward. Also it's not clear what part of their "changes" was already happening - there are several articles about this and they all offer a little different take on it.

But they have 100 days to decide on the resignation so they didn't actually do anything wrong in making changes, waiting 100 days, and then announcing they'd keep him on. The stock seems to be holding steady since the announcement so it seems that the shareholders aren't *that* unhappy. Although the stock did lose some value in May after the meeting.