annual meetings

Advanced Micro Devices (AMD) is in a frustrating pickle. The US chipmaker wants to issue up to 16.5 million new shares so it can pay its executives in stock options and restricted shares. Shareholders have voted more than 85% in favor of the plan. And yet AMD can’t go ahead. Or rather, it can—with a hefty price tag.

We recently told you about four companies ignoring their shareholders’ votes. One was Hecla Mining, a silver producer that held the polls open longer than planned when it looked like shareholders were going to reject management’s pay package.

The vote is only advisory, but Hecla’s stalling worked: Instead of failing 49.6% to 46.7%, the company’s say-on-pay vote passed with 53.7% of the vote.

Forget majority rules. In US-style corporate elections, it’s rarely so simple.

Investors can complain as loudly and clearly as they like, but corporate boards are often free to ignore them, with few or no immediate consequences. That’s true whether the protest involves ousting a board member or changing how the company does business.