This Week in the Boardroom‘s TK Kerstetter and Scott Cutler were joined on May 26 by John Siemann, President of Phoenix Advisory Partners. (Watch the video.)
Early proxy filings were tilted towards the triennial. Very quickly, that began to as proxy advisory services and larger institutions made it clear they wanted an annual vote.
ISS recommended against the pay packages at about 16% of companies they analyze that have held votes, but the failure rate is only about 2%. The question that’s going to emerge in 2012, according to Siemann, is what’s the real passing numbers? Legally, it may be 50% but investors are going to expect serious rethinking at much lower levels or else we can expect them to vote against directors.
Expect more push into the small cap and mid cap universe for declassifying the board and majority voting. Also sees more push for enhanced board diversity and even term limits for board directors. He emphasized the need for each company to get to know its specific investors and what they are focused on.
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