Shareholders

Shareholders of MI Developments, the majority owner of the Maryland Jockey Club, overwhelmingly approved Tuesday a deal that would transfer its racing assets to chairman and chief executive Frank Stronach. Under the deal, Stronach would give up voting control of MID. In exchange, he will assume control of the Canadian real estate company's race tracks, which includes Santa Anita Park and Golden Gate Fields in California, Florida's Gulfstream Park and a 51 percent stake in the Jockey Club, which operates Laurel Park and Baltimore's Pimlico Race Course . Casino operator Penn National Gaming is the Jockey Club's minority owner though the company recently said it is considering selling its stake.

The board of directors for Tessco Technologies Inc., a Hunt Valley-based wireless systems company, has rejected an acquisition offer from its largest shareholder as being "grossly inadequate. " The offer came from the Discovery Group, a Chicago-based investment firm that owns nearly 14 percent of the company, according to a Securities and Exchange Commission filing. Discovery, which has sparred publicly with the board over governance issues, wanted to buy the outstanding shares of Tessco at $15.50 per share, valuing the company at $114.

The largest shareholder of Columbia-based Integral Systems Inc. on Thursday complained to the company's board of directors about recent governance changes that "disenfranchise the company's stockholders," according to a letter filed with the Securities and Exchange Commission. In a letter to the board, Vintage Capital Management criticized the company for adopting certain governance changes this month, such as staggering board member terms based on seniority; requiring a majority of stockholders, as opposed to 25 percent, to call for a special meeting; and granting the board the sole power to fill vacancies.

Maryland will play a crucial role in the legal fallout from Toyota vehicle recalls, with the state's public pension fund being chosen to represent the grievances of investors nationwide who blame the Japanese automaker for their financial losses. The Maryland State Retirement and Pension System claims the biggest loss — an estimated $18 million — of any shareholder that vied to be lead plaintiff in the class action lawsuit against Toyota Motor Corp. The system administers retirement and pension benefits for more than 400,000 retirees, beneficiaries and current state employees.

Legg Mason Inc. shareholders voted Tuesday against two proposals that would have called for deferring executive bonuses and splitting the positions of chairman and chief executive officer, both of which are held by Mark R. Fetting. In 2007, shareholders narrowly approved a similar nonbinding proposal to split the dual role, which was then held by longtime chief Raymond A. "Chip" Mason. The change was not implemented, but the company beefed up the role of its lead independent director to address shareholder concerns.

Tessco Technologies, a Hunt Valley-based distributor of equipment for wireless phone and computer networks, seems as ripe for a takeover as a company can be. But founder, CEO and Chairman Robert B. Barnhill Jr. isn't ready to let go. So all the potential buyers who say they want to maximize Tessco's worth and all the minority shareholders agitating for an auction to make the stock go up aren't going to make much difference. Is that so terrible? In a weak economy, the embattled Barnhill is preserving 700 Maryland jobs that surely would be in jeopardy if the company were bought.

Sports apparel company Under Armour Inc. has held its annual shareholder meeting at sports bar and restaurant ESPN Zone ever since going public several years ago. But this year the company brought the event home. The Baltimore-based company hosted the meeting Tuesday at its recently expanded headquarters at the Tide Point office complex in South Baltimore. The move saves a little money but also brings shareholders to the heart of the company, CEO and founder Kevin Plank told those attending the meeting.

Shareholders of Black & Decker Corp. and The Stanley Works approved the combination of the two companies Friday in a deal that will create a multibillion-dollar juggernaut in the power and hand tools business. In one of its last corporate acts as a stand-alone company, Towson-based Black & Decker convened a special shareholders meeting shortly after 9 a.m. and got approval to sell itself to Stanley in a $4.5 billion, all-stock deal. About the same time, Stanley shareholders voted in favor of the deal at the company's headquarters in New Britain, Conn.

Shareholders of Black & Decker Corp. and The Stanley Works approved the combination of the two companies Friday morning in a deal that will create a multibillion-dollar juggernaut in the power and hand tools business. In one of its last corporate acts as a stand-alone company, Towson-based Black & Decker convened a special shareholders meeting shortly after 9 a.m. and got approval to sell itself to Stanley. Around the same time, Stanley shareholders voted for the deal at the company's headquarters in New Britain, Conn.

A battle is brewing between Hunt Valley's Tessco Technologies Inc. and its largest outside shareholder - and in some ways, it's already gotten personal. Discovery Group, a Chicago-based investment firm that owns 14.2 percent of Tessco's stock, said it has been contacted by several companies that failed to get a response from Tessco's leadership to discuss a possible acquisition. So Discovery went public with its concerns Friday, revealing it had advised the company in a letter on Thursday that it should hire an investment bank to review any potential deals.