BOSTON SCIENTIFIC CORP

The proposal requests that the company amend its governing documents to allow stockholders who together hold 10% of outstanding common stock (or the lowest percentage allowed by law) to call a special shareholder meeting, and specifies that such meetings can be held online. It also asks that no holding-period or other ‘‘poison pill’’ type restrictions be imposed on shares used to call a special meeting. The proponent argues this right would provide a remedy if the board becomes unresponsive and notes similar proposals received majority support at other companies. The proposal focuses on enhancing stockholder rights and the mechanics for convening special meetings rather than specifying substantive actions to be taken at such meetings.