Taubman Centers Inc. kept its board intact after months of pressure by activist investor Lands & Buildings Investment Management, but the fund isn’t taking it well.
Preliminary results of the mall operators shareholder meeting show all of Taubman’s director nominees, including president and chief executive officer Robert S. Taubman, Cia Buckley Marakovits and Myron E. Ullman III, will stay on the board. All of the company’s other proposals were approved as well.
“We are gratified to have the support of Taubman’s shareholders and will continue to focus on executing the right strategies for building on our long track-record of success,” the company said. “Under the leadership of our Board and management team, Taubman has assembled an exceptional portfolio comprising some of the best assets in the industry and has delivered superior returns to shareholders.”
Lands & Buildings, which has characterized Taubman as an underperforming company that’s being poorly operated by the Taubman family, isn’t ready to accept the results, however.
“Although Taubman announced that all of its directors were re-elected at the Annual Meeting, a majority of non-Taubman family shareholders supported Land and Buildings nominees,” the firm said. “This included near-unanimous support from active managers.”
Lands & Buildings said this shows an “urgent need” for new board members.
With that, the firm said it’s filed an injunctive complaint with a New York federal court against Taubman, taking issue with the Taubman family’s 30 percent voting interest in the company.
“If the Taubman family voting position was limited to 8.23 percent, as we believe it legally should be under the Company’s Charter, our independent and highly qualified nominees…would have been elected to the board,” Lands & Buildings said. “As long as the Taubman family’s 30 percent voting interest persists, shareholder voices will never be truly heard.”
The investment fund has been trying since late last year to get two of its own on the board — Charles Elson, a corporate governance expert, and Jonathan Litt, founder and chief investment officer of Land & Buildings.
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