Public Call for Declassification

In light of the above, TPL’s current Board structure is clearly out-of-step with corporate governance best practices and the consensus policies of the public company community. What is more, the Board’s resistance to modernizing its structure by declassifying is both unexplained and, frankly, inexplicable. If the Board honestly believes as faithful corporate fiduciaries that there are good reasons for retaining its antiquated classification scheme, then one would have expected it to invite a vigorous debate with its shareholders on the question at the upcoming Annual Meeting.

Hard to argue with a call for modern governance.

Why does it have to come to this? Elliot just got two seats on DUK’s board with 0.2% ownership but we can’t vote on proposals from passionate, long term shareholders? Something isn’t right.

When will the board align itself with shareholders?

23 thoughts on “Public Call for Declassification

  1. Excellent idea! If we could get more email addresses, would be glad to send emails supporting this to everyone of them. Am sure many TPL blog reader would do the same. Its a safe bet Stahl and Oliver would agree to support…if they could given the lockup agreement on supporting the decision if a majority of the board votes that way.

    Especially disappointing Director Cook isn’t in front of this issue, with his good governance agenda. Suggests the influence of the two former trustees is still strong.

    It feels like an insurrection at the board level may be happening. Its going to be fascinating to see how this plays out. There is a chasm between the shareholders and the old guard/new guard’s embedded agency problem.

    The shareholders have the votes and are flexing their power….evidently that is upsetting to the board and their continued meal ticket. This fight was going to happen eventually. Looks like its happening now.

    Liked by 1 person

  2. Dearest Boardmembers,

    My name is {name}.

    Unlike most of the boardmembers and managers of TPL, I actually am a shareholder of TPL. I am {nature of ownership; investment fund, long-time shareholder} and I have owned shares of Texas Pacific Land Corporation for # years.

    I read the letter to the board that Mr. Gabi Gliksberg publicly released, and I agree with the frustrations and sentiments of that letter. I am writing to share my displeasure with the Board over their recent actions. I would like an explanation for why the company is choosing to fight shareholder proposals from being included on the proxy. Shame on you for championing governance publicly to get your board seat, but then doing the opposite in the privacy of the board room. What is the reason for fighting against shareholders, instead of simply allowing shareholders to vote on these issues?

    If the Board of TPL truly cares about what is in the best interests of the Company and its stockholders, then it should immediately pass a resolution recommending an amendment to the Company’s Charter that would declassify the Board, allowing for all directors to be elected on an annual basis, and then put that proposed amendment before the stockholders for a vote.

    If the Board disagrees with that position, then please make the case for that position in a public letter response.

    A long-time shareholder that hopes better days are ahead


  3. Here’s what we have so far so it’s easy to copy/paste, along additions I think might work. I’m sending my letter after work this evening. If anyone finds any more, please edit this long list in your post so I can just copy/paste,,,,,,,,,,,,,,


  4. I have 4,000 shares and I just sent a letter to the board. Let’s keep this going and get it done! Every letter and email matters. They won’t be able to ignore us!

    Liked by 1 person

  5. 1500 and I drafted and sent my letter this morning. Though, I seem to remember us voting once upon a time and somehow they managed to ignore those votes.

    The old Trustees are like two year old kids, you have to tell them over and over and you can never take you eyes off those little bas###ds. Almost makes me reconsider spankings.

    Liked by 1 person

        • I’m asking Mr. Oliver to please forward my message to the independent board members whose contact information we didn’t have, such as Ms. Epps and Ms. Duganier. Recommend others do the same!


        • Good to hear this. Hopefully the willingness of Oliver to respond positively is a sign. I am under no illusion that he or MS care anything about me, but I still believe that their interest and ours are far more aligned than say with barry cook and norris (nor with Larry, Curly and Moe)……..

          Liked by 1 person

  6. Sent my letter today. I added the following line to my letter:

    I would also like to share my displeasure at the lack of or minimal share ownership by the Board. Your salaries are too high, the least you could do is buy shares on the open market to show your alignment with shareholders.

    Liked by 1 person

    • MS and Eric Oliver got this. I have the absolute most trust in these two individuals. First class people that want the best for shareholders.


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