How can a proxy contest be used to overcome a captured board?

(Select all of the choices that apply.)

A.

Proxy contests are simply contested elections for directors. In a proxy contest, there are two competing slates of directors rather than just one slate proposed by the company.

B.

If a board has become captured or unresponsive to shareholder demands, shareholders can put their own slate of new directors up for election.

C.

If the dissident slate wins, then the CEO will have succeeded in placing new directors, presumably not beholden to the CEO, on the board.

D.

If the dissident slate wins, then shareholders will have succeeded in placing new directors, presumably not beholden to the CEO, on the board.

E.If a board has become captured or unresponsive to shareholder demands, the CEO can put a slate of new directors up for

election.