eBay's Plan Too Big for Some Rulebooks

Two of eBay's (EBAY Quote) biggest shareholders will vote against the company's plan to expand its options pool -- assuming that they stick to their guidelines.

Both Fidelity and Vanguard have proxy voting guidelines that instruct portfolio managers how to evaluate stock plans offered by companies in their portfolio. eBay's plan violates specific rules within each mutual fund company's proxy guidelines.

Neither Fidelity nor Vanguard discloses how it votes on particular proxy issues. A new regulation that will force mutual fund companies to disclose their proxy votes doesn't go into effect until next year.

However, in the first half of last year, Vanguard voted against 64% of the stock-based compensation plans proposed by companies it invested in, according to information sent to shareholders. Meanwhile, Fidelity's guidelines are a good indication of how the mutual fund company votes, said company spokesman Vin Loporchio. ...