Proxy Blog

TripAdvisor, Inc. 

May 14, 2020

The annual proxy for this travel services company had the following proposals: 

  • Proforma votes on directors and appointment of auditors, though no “say on pay” vote 

 Magni voted for and against proposals on the proxy. 

  • Against directors  This company is controlled by another company with public shareholders having minimal ability to impact the company. Only three of the directors represent the shareholders who own the public equity. Such a company does not have an independent board. The lack of a “say-on-pay” proposal is but one example of the governance issues with this company. 
  • For auditors  There appear to be no controversies with the financial statements of the company.