Burger King's Parent Company Votes Not to Add Women to Its All-Male Board

Restaurant Brand International's board of directors is all male, and evidently it really, really likes it that way.

RBI is the third-largest operator of fast food restaurants in the world. The company was formed in 2014 thanks to a $12.5 billion merger of the American mega-chain Burger King and the huge Canadian restaurant business Tim Hortons.

A proposal to create a formal diversity policy aimed at increasing the number of women on RBI's board was firmly rejected this week.

The creation of RBI was controversial in and of itself, because it was structured as a "tax inversion"—a process by which companies formed in higher-corporate-tax locations re-incorporate in lower-tax locales. The deal made Burger King effectively a corporation formed in Canada—where corporate taxes are generally lower than in the US. President Obama has expressed his displeasure with tax inversions, calling them "the most insidious tax loophole out there."

But RBI is now again in the news, this time for rejecting the diversity initiative that was proposed by Oceanrock Investments Inc. and the Shareholder Association for Research and Education (SHARE). The proposal asked RBI to write a policy that would get more women into board and senior management positions, and then report back to shareholders by December 2016.

The proposal was rejected this week at RBI's annual shareholders' meeting, so the board that runs Burger King and Tim Hortons can—and likely will—remain all-male for the duration.

Before the merger occurred, the board of Tim Hortons actually was one-quarter women. But that has changed following the corporate restructure. Studies show that increasing women on corporate boards has led to better shareholder returns. Despite that fact, RBI will continue without a diversity policy in place.

Fred Pinto, OceanRock Investment's CEO, said at the shareholders general meeting this week that his group was pushing for the diversity policy for this reason: "Quite simply… it's the right thing to do." Although the directive to come up with a policy was rejected, current management did say it would "amend its new director nomination process to consider diverse candidates." This is considered to be a less forceful action than having a policy in place that would call for specific action with dates and goals.

Pinto told Toronto's CTV News that he "plans to take a wait-and-see approach before determining whether to reintroduce the issue at next year's RBI annual general meeting."

So the next time you eat at a Burger King or a Tim Hortons, know that your meal was masterminded exclusively by a bunch of dudes in Canada. And just in case you couldn't already tell, they really like to have it their way.