Democracy in corporate America

Shareholders appear to be heeding calls for more democracy in the corporate boardroom, supporting efforts that could eventually make directors more accountable to investors when weighing deals.

About 41% of Citigroup Inc. shareholders voted Tuesday, April 19, to support an annual-meeting agenda item proposing that board nominees must secure a majority of voting shareholders to win a seat. "Plurality voting" now allows uncontested nominees to win seats with as little as a single vote. Incidentally, 68% voted for a separate measure calling for a simple majority (instead of the current supermajority) to make certain governance changes. Citigroup says it's unclear whether the measure covered board elections, but governance analysts read it that way.

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