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Facebook investors yell at CEO: Get the Zuck out of our boardroom!

Proposal would oust Lord Hoodie from chairman role

Zuckerberg

An activist shareholder proposal is calling for Facebook founder and CEO Mark Zuckerberg to give up his position as chairman of the board.

The proposal [PDF], floated by online advocacy group SumOfUs and backed by a group of Facebook shareholders, requires Zuck to cede the position atop Facebook's board of directors to an independent chairperson.

He would keep his role as CEO of the social network.

The shareholders argue that by having Zuck function as the CEO, chairman and biggest shareholder in Facebook, a conflict of interest is created that prevents the company from considering the best interests of smaller investors.

"In our view, shareholder value is enhanced by an independent board chair who can provide a balance of power between the CEO and the board and support strong board leadership," the proposal reads.

"Independent board leadership is sorely needed at Facebook following the board's decision in 2016 to approve a new capital structure which reduced the rights of Class A shareholders without requiring a majority vote of those shareholders."

The proposal suggests that the appointment of an independent chairperson would also improve the public's perception and credibility of Facebook in its efforts to crack down on fake news content and apply its terms of service policies more evenly.

Facebook had no comment on the proposal.

Lest we doubt the effectiveness of activist-investor campaigns, Autodesk today said that its CEO would be stepping down from his role following a prolonged battle with activist shareholders about the direction of the company.

Carl Bass is resigning his position effectively immediately, and the CAD software house, leader in 3D design, engineering and entertainment software, said it will be searching for a new CEO, with chief product officer Amar Hanspal and chief marketing officer Andrew Anagnost serving as interim co-CEOs. ®

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