After carefully reading the proxy statement for Nucor provided by 1Rare1, I read some other interesting things:

Term limits for directors (3 years)

Have a VP of HR compensation on the compensation committee

Additionally, they use peer groups for benchmarking compensation

More interesting was the stockholder’s proposal on page 36, which I suggest you read. The shareholders of the company request that the BoD initiate the appropriate process to amend the Company’s governance documents (certificate of incorporation or bylaws) to provide that director nominees shall be elected by the affirmative vote of the majority of votes cast at an annual meeting of shareholders.

Reading our proxy statement it says: with respect to all matters other than the election of directors, the affirmative vote of a majority of the voting shares in person or represented by proxy at the meeting and entitled to vote will be the act of the shareholders.

Directors will be elected by plurality vote……Unless otherwise instructed, proxies solicited and received by us will be voted “FOR” ratification of the selection of KMJ Corbin & Company to serve as our independent auditors for the fiscal year ending May 31, 2010, and “FOR” the nominees named herein for election as directors.

I really don’t have a solid understanding of the majority vote vs. the plurality vote. There must be some way for us to have a meaningful role in the director election process. Sure wish that those of you with the knowledge of how such things work would take charge and let’s do something meaningful to implement change rather than just complain about it.

Please also read this : http://www.ngelaw.com/news/pubs_detail.aspx?Type=5440&ID=684

Updated Study Reveals Majority Voting in Director Elections Tops 50% Among S&P 500 as 2007 Proxy Season Gets Underway

Laurie