Dell avoids Bitcoin treasury debate as SEC backs its right to block shareholder votes on crypto-related financial strategies.
SEC ruling favoring Dell and McDonald’s signals growing corporate resistance to Bitcoin-driven shareholder influence.
Despite past hints at interest, Dell distances itself from Bitcoin while Microsoft shows a more open approach to crypto proposals.
Dell Technologies has officially shut down a shareholder proposal that aimed to put Bitcoin on its corporate treasury radar. The United States Securities and Exchange Commission (SEC) recently approved Dell’s request to exclude this proposal from its 2025 proxy materials. The decision blocks shareholders from voting on whether the company should evaluate Bitcoin as a potential treasury asset.
The proposal came from the National Center for Public Policy Research (NCPPR), a Washington-based think tank. It urged Dell’s board to assess whether Bitcoin could serve shareholder interests amid rising inflation and growing institutional interest. Notably, BlackRock’s endorsement of a 2% Bitcoin allocation and Dell’s early openness to Bitcoin adoption added weight to the proposal.
However, Dell swiftly countered the request by filing a formal exclusion petition with the SEC. The company argued that treasury and cash management decisions fall under the management’s purview. Hence, placing such matters into shareholder hands would micromanage core business operations. Additionally, Dell’s legal team, Hogan Lovells, emphasized that the proposal sought to mandate a specific financial strategy—an approach they deemed unsuitable.
SEC Backs Dell’s Right to Exclude Bitcoin Vote
The SEC agreed with Dell’s reasoning, declaring the proposal part of ordinary business operations. Consequently, the agency confirmed it would not pursue enforcement if Dell excluded the motion from its annual meeting.
This decision follows a similar ruling involving McDonald’s, which also rejected a Bitcoin-related proposal by the NCPPR.The SEC took management's side in both cases. At the governance level, this pattern also points to a larger hesitancy on the part of corporate behemoths to adopt Bitcoin.
Microsoft Took a Different Path
Interestingly, Microsoft adopted a more open approach. Although it ultimately voted down a similar proposal, the company allowed it to reach shareholders. Additionally, it provided Michael Saylor, a vocal Bitcoin advocate, an opportunity to present his case.
Michael Dell previously teased interest in Bitcoin through a viral Cookie Monster meme last year. He also joined a public conversation on digital scarcity with Saylor. However, Dell Technologies now appears to be stepping away from the Bitcoin conversation altogether.
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