BlueMountain Capital Management Announces that ISS Recommends Taro Pharmaceutical Shareholders Vote FOR the BlueMountain External Director Nominees at Upcoming Annual General Meeting

ISS Deems that a Board Change is Warranted at Taro

PR Newswire

NEW YORK, Sept. 3, 2013 /PRNewswire/ -- BlueMountain Capital Management, LLC ("BlueMountain") today announced that one of the United States' leading independent proxy voting advisory firms, Institutional Shareholder Services (commonly known as "ISS"), recommends that shareholders of Taro Pharmaceutical Industries Ltd. (TARO) vote FOR the BlueMountain nominees in Item 8 (and AGAINST the company's nominees in Item 7) at the company's September 12, 2013 annual general meeting.  ISS also recommended that Taro shareholders vote AGAINST the approval and ratification of Taro's director and executive compensation proposals in Items 3, 4 and 5.   BlueMountain together with its affiliates, which represent in excess of 1.0% of the voting shares and 1.5% of the total shares outstanding, is seeking to elect two new independent, external directors to protect the interests of all Taro minority shareholders. 

In its report, ISS supports BlueMountain's call for change, stating:

"In light of both the structural governance concerns as well as the numerous concerns voiced by minority shareholders over the past year about the potential conflicts of interest that arise from Sun's influence on the board, there is clearly a need for additional independent oversight and objectivity at Taro."

In making its recommendation, ISS also stated that:

"A vote against the two incumbent nominees appears to be the most effective way available to shareholders to press for [sufficient protections of non-controlling shareholders] and improve the level of independent oversight at the board level. As such, shareholder support for the two dissident nominees (Item 8) and against the two incumbent nominees (Item 7) is warranted."

BlueMountain issued the following statement "We appreciate ISS' support, which strongly validates our view that Board change is required at Taro.  We believe that representation is needed in the Taro boardroom to protect the interests of all minority shareholders.  We urge Taro shareholders to vote FOR Ben-Ami Rosenfeld and Adi Bershadsky in Item 8 today and AGAINST the re-election of the existing external directors in Item 7."

Shareholders needing assistance in voting their proxy card may call Innisfree M&A Incorporated, toll-free at (888) 750-5834 (institutions, banks, and brokers may call collect at (212) 750-5833).


BlueMountain Capital Management, LLC

Doug Hesney
(646) 808-3664

Innisfree M&A Incorporated
Scott Winter / Jonathan Salzberger / Larry Miller
(212) 750-5833


View Comments (1)