Testimony to CalPERS 3/13/2023, Investment Committee Item 6b, by Jim McRitchie, a retired member. Note: Actual testimony was limited to 3-4 minutes. This version is slightly longer and includes links. (more…)
Apple 2023 Proxy Access, Pay Gaps, Engagement
Apple 2023 annual meeting is March 10, 2023, at 9:00 A.M. Pacific Time. To attend, vote, and submit questions during the Annual Meeting, visit here. You will need your voter control number. Of course, I recommend voting in advance. To enhance corporate governance and long-term value, vote Against Gore, Jung, Levinson, Auditor, Exec Pay, and […]
Pay Equity Disclosure 2023 Hot Topic
Pay Equity Disclosure 2023 is a hot topic for CorpGov.net thanks to assistance from Julia Cedarholm of Arjuna Capital, who contributed to their groundbreaking Racial and Gender Pay Scorecard. Arjuna’s efforts in this area and their reports since 2018 are impressive. Over the last seven years, 143 shareholder proposals requesting pay gap disclosures have been filed […]
Apple Exempt Solicitation 2023 on Proxy Access
Apple Exempt Solicitation 2023 filed by proponent James McRitchie. Check back soon for recommended proxy votes on other issues appearing on the ballot. Apple shouldn’t have proxy access governance associated with mountaintop removal or accounting fraud. PX146G Apple Exempt Solicitation Written materials are submitted pursuant to Rule 14a-6(g)(1) promulgated under the Securities Exchange Act of […]
ChatGPT: Conservative Legislators Oppose Free Markets
ChatGPT: Conservative Legislators Oppose Free Markets. That’s the response Sanford Lewis got this weekend from an interaction with ChatGPT that I thought worthy of sharing. ChatGPT Request Write a humorous and sarcastic discourse on the manner in which anti-ESG activism by “conservative” legislators contradicts their support for free enterprise and capitalism. (more…)
RCV in Corporate Elections: Tesla?
RCV in Corporate Elections? Recent action by the Tesla Board makes me believe I may live to see the adoption of ranked-choice voting (RCV) in the election of corporate directors. Tesla may have ticked off shareholders enough that the Board nominees could face multiple challengers. Do we really want to take a chance on directors […]
NeevaAI: Shareholder Advocate Assistant
NeevaAI is another option for harnessing the power of the web through AI. ChatGPT gives me a constant busy signal. Plus, NeevaAI may actually have some advantages. Tired of our Alphabet/Google overlords, I have been trying out neevia search for a while and like it. CorpGov.net’s days of ranking #1-5 in any search for corporate governance […]
Fair Elections Under Universal Proxy Rules
Fair elections have long been a major concern. When I started CorpGov.net in 1995, most directors were probably chosen by CEOs. Elections resembled those of North Korea. Vote for management’s slate or withhold your vote. Fair elections? I didn’t think so. My friends toiled mostly in socially responsible investments, focused on double bottom line impacts and […]
ESG Via UPC – Amazon
ESG via UPC may be the next field of play for those interested in corporate governance reform. Corporate Accountability Forums will host a discussion with proxy advisor John Glenn Grau and activist investor Michael Levin on December 1, 2022, at noon Eastern time. How do new universal proxy card (UPC) rules make it easier for […]
Ownership: Rosen & Case
Ownership: Reinventing companies, Capitalism, and Who Owns What by Corey Rosen and John Case should be read by every director on the board of public pension funds. I (James McRitchie) am planning to send a copy to all the board members of CalPERS once newly elected members take office next year. In celebration of […]
Employee Shareholders: GOTV
The following guest post originally appeared as a 2019 supplement to The Shareholder Service Optimizer. See Publishers Note at the bottom of this post for more details on how it was changed and how it is relevant to both issuers and employee shareholders. (more…)
Meta Lawsuit: Beyond Director Feedbags
Meta Lawsuit: In Brief Many thanks to Rick Alexander and The Shareholder Commons for allowing me to play a small role in opening up a new legal battle. The Meta lawsuit contends that directors of Meta Platforms, formerly Facebook, must consider the effects of its commercial activities on the portfolios of Meta shareholders, not just Meta’s short-term […]
Employee Ownership: Comments on SEC HCM Petitions
Employee ownership has a huge potential to improve firm performance, reduce layoffs, improve employee compensation and benefits, boost median household wealth, foster longer median job tenure, and reduce racial and gender wealth gaps. It also has a long history of bipartisan support. The benefits of employee ownership are wasted when too […]
CalPERS Should Adopt IRV for Board Elections
CalPERS Should Adopt IRV for Board Elections. That is the argument Randy Cheek and James McRitchie made in a draft rulemaking petition to the Board in a 9:24 AM email to board@calpers.ca.gov on 9/21/2022 under Government Code section 11340.6. As of the date of this post, the Board has yet to even acknowledge receipt. That feels […]
CalPERS Investments: Smart Beta Not Secret Private Equity
CalPERS investments underperform. CalPERS underperformed for a decade, investment chief says in pitch for more risk. The country’s largest public pension system earned an average of 7.7% per year on its investments over the last 10 years. That’s 1.2% less than a hypothetical peer should have expected to earn in the same time period. To remedy the […]
No Time to Vote
No Time to Vote According to ICCR Survey No Time to Vote, that’s my conclusion after reviewing data collected by the Interfaith Center on Corporate Responsibility (ICCR) from some of its members attending annual shareholder meetings so far in 2022. ICCR maintains an online survey that can be filled out by those attending annual meetings. […]
Musings: Public Funds Forum 2022
Musings Missed Musings; not all of mine got mentioned at the Forum. I had the distinct pleasure of being a panelist at the Public Funds Forum 2022 with Maine’s Treasurer Henry Beck and David Wescoe, Executive Director of the Texas Municipal Retirement System. Our topic was Best Practices in Fund Governance. I thought of several […]
Saving American Democracy in the Age of Citizens United
Saving American Democracy in the Age of Citizens United, that’s the subtitle of a new book by Robert A.G. Monks entitled The Emperor’s Nightmare. The subtitle speaks to the book’s forward thrust. The title puts that in the context of a long journey in corporate governance by Monks. The cover of Power and Accountability in 1991 […]
Larry Fink Should Crib From Nell Minow
Originally published as Larry Fink: Here’s Your Answer to the Despicable Letter from the GOP Attorneys General on Medium. The article is republished here with Nell Minow’s permission. James McRitchie, CorpGov.net’s publisher, added the photo above and probably made some unintentional formatting errors. (more…)
Electronic Arts 2022: Require Termination Pay Vote
Electronic Arts 2022 annual meeting is on August 11, 2022, at 2:00 am Pacific. It is virtual, on the Broadridge platform. I (James McRitchie) recommend voting in advance. To enhance corporate governance and long-term value, vote Against Huber, Roche, Simonson, Ubiñas, Ueberroth, and Wilson, pay, auditor, and incentive plan. Vote FOR other Bruce, Gonzalez, lower special meeting […]
Tesla 2022 Proxy Score 7
Tesla 2022 annual meeting is August 4, 2022, at 2:30 am Pacific. It is hybrid, both live and virtual, on the Computershare platform. Of course, I recommend voting in advance, especially since they make it difficult to vote at the meeting and maybe even to enter. Enhance corporate governance and long-term value. Vote Against both directors, 2-year […]
Hidden Agendas in Shareholder Voting: Corporate Accountability Forums
Hidden Agendas in Shareholder Voting (download). Join us at Corporate Accountability Forums to discuss that topic with authors Scott Hirst and Adriana Z. Robertson. Register to attend the Zoom session live on August 8, 2022, at noon Eastern time. Attending live will give you an opportunity to ask questions and influence the direction of future […]
nCino 2022 Proxy Score 23
nCino 2022 annual meeting is June 23, 2022, at 7 am Pacific. It is a virtual-only meeting on the Broadridge platform. I recommend voting in advance, especially since many companies cut off voting as soon as proposals have been presented. To enhance corporate governance and long-term value, vote Against Steven Collins, Spencer Lake, and pay. Vote FOR Majority […]
Nanostring Technologies 2022 Proxy Score 17
Nanostring Technologies 2022 annual meeting is June 17, 2022, at 9:00 am Pacific. It is a virtual-only meeting on the Broadridge platform. Of course, I (James McRitchie) recommend voting in advance, especially since many companies cut off voting as soon as proposals have been presented. To enhance corporate governance and long-term value, vote Against Dana Rollison, William D. […]
Warnings When Voting Proxies
Warnings: Blank Votes Be sure to vote for each item on the proxy. Any items left blank get automatically voted in favor of management’s recommendations. (See Broken Windows & Proxy Vote Rigging – Both Invite More Serious Crime). I have tried to get the SEC to require that blanks be counted as abstentions with no luck. […]
Redfin 2022 Proxy Score 63
Redfin 2022 annual meeting is June 14, 2022, at 10:00 am Pacific. It is a virtual-only meeting on the Broadridge platform. Of course, I (James McRitchie) recommend voting in advance, especially since many companies cut off voting as soon as proposals have been presented. To enhance corporate governance and long-term value, vote Against Julie Bornstein, Selina Tobaccowala; […]
Exact Sciences 2022 Proxy Score 38
Exact Sciences 2022 annual meeting is June 9, 2022, at 8:00 am Pacific. It is a virtual-only meeting on the Broadridge platform. Of course, I (James McRitchie) recommend voting in advance, especially since many companies cut off voting as soon as proposals have been presented. To enhance corporate governance and long-term value, vote Against Petrovic, Zanotti, Omnibus Stock Plan; […]
Impinj 2022 Proxy Score 44
Impinj 2022 annual meeting is June 9, 2022, at 9:00 am Pacific. It is a virtual-only meeting on the Lumi platform, requiring street name shareholders to obtain a “legal proxy.” I doubt anyone will go through that bother. Of course, I recommend voting in advance, especially since many companies cut off voting as soon as proposals have […]
Caterpillar 2022 Proxy Score 50
Caterpillar 2022 annual meeting is June 8, 2022, at 6 AM Pacific. It is a virtual-only meeting on the Compushare platform. Entry requires retail shareholders to obtain a legal proxy — a real hassle. Of course, I recommend voting in advance, especially since many companies cut off voting as soon as proposals have been presented. To enhance corporate […]
2U 2022 Proxy Score 75
2U 2022 annual meeting is on June 8, 2022, at noon Pacific. It is a virtual-only meeting on the Broadridge platform. Of course, I recommend voting in advance, especially since many companies cut off voting as soon as proposals have been presented. To enhance corporate governance and long-term value, vote Against Coretha Rushing and Pay. Vote FOR […]
Invitae 2022 Proxy Scorecard 40
Invitae 2022 annual meeting is June 6, 2022, at 4:00 pm Pacific. It is a virtual-only meeting on the Broadridge platform. Of course, I recommend voting in advance, especially since many companies cut off voting as soon as proposals have been presented. To enhance corporate governance and long-term value, vote Against Eric Aguiar, Sean E. George, Pay: […]
Alarm.com Holdings 2022: Proxy Score 20
Alarm.com Holdings 2022 annual meeting will be in-person only on June 2, 2022, at 9:00 am Eastern, 8281 Greensboro Drive, Suite 100, Tysons, Virginia. I recommend voting in advance, especially since many companies cut off voting as soon as proposals have been presented. To enhance corporate governance and long-term value, vote Against Clarke, Whall, auditor, pay; FOR #4 Proxy […]
Illumina 2022 Proxy Score 46
Illumina 2022 annual meeting is May 26, 2022, at 9:00 am Pacific. It is a virtual-only meeting on the Broadridge platform. Of course, I recommend voting in advance, especially since many companies cut off voting as soon as proposals have been presented. To enhance corporate governance and long-term value, vote Against Guthart, Dorsa, Epstein, #5 Illusionary Special […]
Charles Schwab 2022 Proxy Access
Charles Schwab 2022 annual meeting is on May 17, 2022, at 11:30 am Pacific. It is a virtual-only meeting. Of course, I recommend voting in advance, especially since they have made it very difficult to vote at the meeting and maybe even to enter the meeting. To enhance corporate governance and long-term value, vote Against Ellis, […]
Stryker 2022 Proxy Voting Guide
Stryker 2002 annual meeting is on April 25, 2022, at 6:30 am Pacific. It is a virtual-only meeting on the Broadridge platform. I recommend voting in advance. To enhance corporate governance and long-term value, vote Against Golston, Brainerd, Caforio, McCoy, auditor, pay; FOR enhanced proxy access. (more…)