The high-profile deal, which was eventually withdrawn in 2009, drew the scrutiny of securities regulators and Hong Kong's courts for alleged irregularities in the shareholder vote.
The battle for shareholder votes is far from straightforward.
A bank that takes billions in "normal" bailout money from TARP II could get around the cap by disclosing pay and by holding a nonbinding shareholder vote on the pay.
That was a stern rebuke, considering that last year no director was opposed by more than 6% of shareholder votes cast.
A shareholder vote might help avert them-by, for instance, curbing the excessive award of stock options in the bull market (less than 10% of which, incidentally, went to the top executives).
That friendly transaction, due to go to a shareholder vote within the next fortnight, cannot proceed in tandem with Peabody's unfriendly one.
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