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Home | News | 2017 | Wintergreen Advisers Files Complaint against CTO to Vindicate its Shareholder Right to Propose Director Nominees

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Wintergreen Advisers, LLC Files Complaint against Consolidated-Tomoka Land Co. to Vindicate its Shareholder Right to Propose Director Nominees

February 21, 2017

Mountain Lakes, NJ - (Business Wire) - Wintergreen Advisers, LLC ("Wintergreen" or "the Firm") has brought an action (the "Action") for declaratory judgment and injunctive relief against Consolidated-Tomoka Land Co. ("CTO" or "the Company", NYSE: CTO) and the current members of the Company's Board of Directors (the "Board") in the Circuit Court of the Seventh Judicial Circuit in and for Volusia County, Florida, in order to vindicate its right as a shareholder of the Company to present a proposal to shareholders for the election of four individuals to the Board at the Company's upcoming annual shareholder meeting.

In November 2016, Wintergreen submitted to the Company a proposal to nominate four individuals to the Board at the upcoming annual shareholder meeting (the "Proposal"). Wintergreen proposed these director nominees to represent the interests of all shareholders of CTO. Motivated solely by a desire to stifle legitimate shareholder action that would diminish their control over the Company, and despite in the past ten years never questioning Wintergreen's right to bring nearly-identical proposals, CTO and the Board improperly rejected the Proposal, in violation of state and federal law.

Wintergreen believes that this decision to exclude the Proposal stands on hollow grounds and is yet another example of the lengths to which members of management and the Board, entrenched in their lucrative positions, are willing to go to deny shareholders the right to choose their representatives on the Board and to continue operating in an opaque and deceitful manner, at great expense to the owners of the company, its shareholders. This result left Wintergreen with little other choice than to defend its rights as a CTO shareholder and bring this Action against CTO, continuing Wintergreen's efforts to take action to find ways to maximize value for all shareholders, improve corporate governance and otherwise ensure that the interests of all shareholders remain protected.

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