Proxy fight

A proxy fight occurs when shareholders oppose a corporation's management and wish to oust officers of the company or change/punish management's decisions.

Whether initiated from activists, dissidents, former management, or as a part of a corporate takeover, the proxy fight is ultimately a battle between management versus the combined votes by proxy of a group of like-minded shareholders.

Obviously, in a proxy fight, those with "home base advantage", directors and management, have the best odds of success. To maintain power and their positions, many tactics are used such as different election years for different directors, developing restrictive bylaws, and already having managerial control of the organization and funds.