Financial Reporting Not Same as Guidance
In a tweet this morning, President Trump said he had asked the Securities and Exchange Commission (SEC) to study changing required financial reporting for public companies from a quarterly system to reporting every six months. The Council of Institutional Investors (CII) believes that public companies should continue to report quarterly on their financial performance. Said […]
Gender Quotas in California Boardrooms May Pave Way for Diversity
By August 31, 2018, California could become the first state in the nation with gender quotas to mandate publicly held companies that base their operations in the state to have women on their boards. The legislation—SB 826—will require public companies headquartered in California to have a minimum of one female on its board of directors […]
NetApp Proposal 6 Shareholder Alert
Shareholder Alert – PX14A6G 1 g815180px14a6g.htm Voluntary submission by John Chevedden, Redondo Beach, CA. NetApp, Inc. shareholder since 2011 Vote Against Proposal 6 Proposal 6 asks shareholder to give management a pat on the back because management adopted a watered down version of a 2018 shareholder proposal on the right of 10% of shareholders to […]
Microcap Board Governance: Less Independent, Less Diverse
Microcap Board Governance, a study conducted by Board Governance Research LLC commissioned by the Investor Responsibility Research Center Institute (IRRCi), examines microcap board governance at 160 companies. That represents about ten percent of all companies with less than $300 million in market capitalization traded on major U.S. stock exchanges. (more…)
WBA Stock Buyback Proposal
WBA Stock Buyback Proposal is my latest submission in an attempt to address CEO pay and long-term performance. As mentioned previously (Stock Buyback: Shareholder Initiative) this is a new type of proposal for me. I welcomed feedback from readers and certainly got it. The wording of this proposal is substantially better, thanks to your many […]
2018 AFL-CIO Key Votes Survey Input Wanted
An updated 2018 AFL-CIO Key Votes Survey form is now available for completion by investment managers. Please note that the previously announced vote at Amazon will not be included in the 2018 AFL-CIO Key Votes Survey as the proposal was withdrawn before the annual meeting. The survey form can be downloaded as an Adobe Acrobat […]
Working-Class Shareholder: Review Essay
The Rise of the Working-Class Shareholder: Labor’s Last Best Weapon by David Webber is sure to get readers thinking (purchase). For far too long, labor and its progressive sympathizers have sought to transform the market from outside the market: from courts, from legislatures, from regulators, from street protests, from strikes. These tools are important. But […]
IRRCi Joins Weinberg Center for Corporate Governance
IRRCi has a new home! The Investor Responsibility Research Center Institute (IRRCi) announced that it has selected the John L. Weinberg Center for Corporate Governance (Weinberg Center) at the University of Delaware as its successor organization. The Weinberg Center will receive a grant from IRRCi in excess of $1 million as part of the successor […]
A Nation of Small Shareholders: Review Essay
A Nation of Small Shareholders: Marketing Wall Street after World War II (Studies in Industry and Society) by Janice M. Traflet (link to buy) explains how an ad campaign began to transform American finance. With all the current focus on Main Street investors, A Nation of Small Shareholders could be revisited and transformed to include […]
Netflix Approach to Governance: One-Sided
Netflix Approach to Governance: Genuine Transparency with the Board (download) by David F. Larcker and Brian Tayan takes a look at one aspect of corporate governance at Netflix and finds “a radically different approach to information sharing” by management with the Board. Shareholders are largely left out of the equation. Netflix Approach to Governance: Management Netflix Approach […]
Early Partial Victory at Clorox
We have an early partial victory at Clorox (CLX). Real victory at Clorox will depend on getting out the vote. Yes, that is the same as what is required for government elections in November if we want change. The Clorox meeting is also expected in November. High voter turnout is required at Clorox because we […]
Stock Buyback: Shareholder Initiative
A stock buyback can increase senior executive pay, unrelated to performance. First, stock buybacks increase the value of long-term performance stock options and other forms of equity pay. Second, senior executives sometimes time their own stock sales to take advantage of the bump in price that usually accompanies stock buyback announcements. Such behavior defeats the […]
SEC Strategic Plan & Main Street Coalition Ignore Governance
SEC Strategic Plan SEC Strategic Plan focuses on helping “Main Street“make “informed investment decisions.” Little or no attention is paid in the draft Plan to helping us make informed governance decisions. (more…)
Environmental Health Program Manager Wanted
Environmental health program manager wanted by my favorite nonprofit, As You Sow. Austin Wilson is leaving for a period of extensive travel. I will certainly miss him and hope when he returns he will find similar employment. Looking to make the world a better place and have the right skills and experience? There is probably […]
DaVita 2018 Proxy Voting Recommendations
The DaVita 2018 annual meeting is June 18. Vote AGAINST Arway, Desroches, Grauer and Thiry, as well as pay. Vote FOR proxy access amendments to enhance long-term shareholder value. (more…)
Salesforce: Eliminate Supermajority Voting Requirements
Eliminate Supermajority Voting Requirements Proposal #6 asks the Board to eliminate supermajority voting requirements, seeking instead, that decisions by shareholders be made based on a majority of the votes cast for and against proposals. (more…)
Celgene 2018: Vote Proxy Access & Board Independence
Celgene 2018 meeting, 6/13. Vote AGAINST several directors; FOR proxy access & independent board chair to enhance long-term shareholder value. Informed voting in 10 minutes. (more…)
Progenics Pharmaceuticals 2018: Vote Proxy Access
The Progenics Pharmaceuticals 2018 annual meeting is June 13. Vote AGAINST Crowley and Kishbauch, the stock incentive plan and FOR proxy access amendments to enhance long-term shareholder value. Vote to make our great company even better. (more…)
Caterpillar 2018: Proxy Voting Recommendations
The Caterpillar 2018 annual meeting is June 13. Vote AGAINST the pay package and FOR the shareholder proposals to enhance long-term value. Your vote can help make a great company even better. (more…)
Salesforce 2018 Needs Governance Tweaks
The Salesforce 2018 (CRM) annual meeting is June 12. CRM is on the right track. It needs a few good governance measures, including special meeting rights and an end to supermajority requirements. You can vote FOR both in the Salesforce 2018 proxy. (more…)
Biogen 2018 Proxy Voting Recommendations
The Biogen 2018 annual meeting is June 12. I voted AGAINST several directors and the pay package. Vote FOR the auditor and both shareholder proposals to enhance value. Biogen Inc. (BIIB) discovers, develops, manufactures, and delivers therapies for the treatment of neurological and neurodegenerative diseases worldwide. Most shareholders do not vote because reading through 80+ pages […]
Will Netflix Ignore Stockholders Again?
Netflix Statement Re Proposal #4: Right to Call Special Meetings This proposal simply asks for a shareholder right to call a special meeting. Special meetings are a way to bring an important matter to the attention of both management and shareholders outside the annual meeting cycle. That is important because there could be 15-months between […]
Tesla Proxy Access: Item 4 Presentation
Tesla Proxy Access, item #4 Tesla shareholders meet Tuesday, June 5, 2018, at 2:30 p.m. Pacific Time, at the Computer History Museum located at 1401 N. Shoreline Blvd., Mountain View, CA 94043. In the interest of more accurate press coverage of Tesla Proxy Access, item #4, I (James McRitchie) am posting the text of my […]
Alphabet 2018: End Oligarchy
Alphabet 2018 proxy recommendations. Alphabet is run by an Oligarchy. Will $GOOG overlords give up their position as a dictatorship? Are companies governed by dictatorships and oligarchies healthy for democratic governments? Shareholders can vote for change. Alphabet Inc., through its subsidiaries, provides online advertising services in the United States and internationally. Most shareholders do not vote […]
Netflix 2018 Proxy: Shareholders Still Pushing Basic Rights
Netflix 2018 annual meeting is June 6, 2018. Vote FOR all of the shareholder proposals to enhance long-term value. The Board keeps ignoring our votes. We need to keep reminding them we want the normal shareholders rights. Netflix (NFLX), an Internet television network, engages in the Internet delivery of television (TV) shows and movies on various Internet-connected […]
Genomic Health 2018: Will Baker Bros Vote Proxy Access?
Genomic Health 2018 annual meeting is June 6. Will 40% owner Baker Brothers Advisors LP allow proxy access? Genomic Health (GHDX) provides actionable genomic information to personalize cancer treatment decisions worldwide. If Baker Brothers eventually hopes to sell its shares into the market, they would do well to vote for proxy access. Other shareholders will […]
Tesla 2018 Proxy Decisions Crucial
Tesla 2018 annual meeting is June 5, 2018. Tesla, Inc. (TSLA) designs, develops, manufactures, and sells electric vehicles, and energy generation and storage systems in the United States and internationally. If Tesla is to survive and thrive, it needs a more independent board. The vote of shareholders will be crucial in deciding Tesla’s future. Most shareholders […]
Facebook: Dictatorship or Democracy?
Corporate governance at Facebook is much closer to being a dictatorship than a democracy. Who is the better model, George Washington or Vladimir Putin? (more…)
Alphabet and Facebook Shareholders Seek Better Oversight: Scandals Loom
Alphabet and Facebook shareholders will once again vote on shareholder proposals at their 2018 annual shareholder meetings related to unequal voting structures. With growing concerns about data and privacy issues, shareholders will weigh in on how other company governance issues are also at play. Voting results will influence whether America will continue its long course toward […]
Amazon 2018 Proxy: Rigging the Vote Count
Amazon 2018 annual meeting is May 30th. View proxy. I do not have time to go through my usual voting rationale. I am too busy with companies where I have a proposal. However, I want to bring to your attention a very important proposal from Bruce Herbert at Newground Social Investments, starting at page 18. […]