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Staggered Board of Directors

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Staggered board of directors
Occurs when a portion of directors are elected periodically, instead of all at once. Board terms are often staggered in order to thwart unfriendly takeover attempts, since potential acquirers would have to wait longer before they could take control of a company's board through the normal voting procedure.

Staggered Terms
An arrangement whereby only a certain number of members of a board of directors are elected in a given year. For example, a board of directors may have 10 members serving five year, staggered terms where two new members are elected each year. In addition to giving the board consistency in its membership, staggered terms makes hostile takeovers more difficult because the potential acquirer can replace only so many directors at a time.


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Approximately 65 percent of the New York Stock Exchange listed companies headquartered in Florida have adopted either a shareholder rights plan or a staggered board of directors, or both.
The Restated Certificate of Incorporation also provides for a staggered board of directors, which will result in one third of the directors standing for election in any year.
Therefore, with reluctance, I have resolved to initiate a proxy campaign to ask shareholders to amend Kimber's articles to remove the provisions for a staggered Board of Directors and to elect a new board of directors who will appoint new management dedicated to representing the interests of all the shareholders of Kimber Resources," Puplava said.
 
 
 
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