Director independence, relevant experience, equity ownership, and disclosure are the four fairly simple, straightforward pillars on which a governance platform should be built. In my opinion, the presence of these four pillars makes most of the rest of the governance debate moot. If you adopt them, then investors should not care if you have a poison pill. They will be confident that, even with the pill, you will act in a manner consistent with the interest of all shareholders. Furthermore, if a company has these four pillars in place, the board would never approve something like a dead-hand pill in the first place, and it would likely repeal such devices as staggered boards, which were so popular in the 1980's.
Shareholders are right to demand good governance from their portfolio companies.
Management and boards have a responsibility to consider governance issues and to tell their shareholders where they stand on each one of them. That, after all, is the purpose of the corporation.