The Local Authority Pension Fund Forum (LAPFF) recently welcomed the decision by Royal Dutch Shell’s Board of Directors to recommend support for the ‘Aiming for A’ shareholder resolution submitted by a coalition of shareholders including the Forum, CCLA, Rathbone Greenbank Investments and the Church Investors Group. In a letter to the investor coalition advising of […]
Archive | January, 2015
Costco Wholesale: Proxy Score 36
Costco Wholesale Corporation (COST), which operates membership warehouses, is one of the stocks in my portfolio. Their annual meeting is coming up on 1/29/2015. ProxyDemocracy.org lists the votes of 6 funds from 5 fund families. You can also find votes from CalSTRS and OTPP. I voted with management 36% of the time and assigned them a proxy score of 36. […]

Corporate Governance Analyst: Job Opening
I saw this job opening for a corporate governance analyst at TIAA-Cref and thought I should post it, since I would apply for it myself if I were a few decades younger. Please let me know if you see it here and end up getting the job. That would be amazing! Job ID: v1702132 Job […]

Video Friday: Rise of Controlled Corporations
On January 12, 2015, Stanford’s Rock Center for Corporate Governance hosted a panel discussion called “The Rise of Controlled Corporations.” Unfortunately, this is one program at the Rock Center that I missed. With Alibaba’s recent IPO on NYSE (instead of Hong Kong or China), the “one-share, one-vote” corporate governance standard has once again been challenged. […]
Unions Launch Global Proxy Review 2014
The 4th annual Global Proxy Review has now been published by the Global Unions Committee on Workers’ Capital (CWC), a joint initiative of the International Trade Union Confederation, Trade Union Advisory Committee to the OECD and Global Unions Federation. The report and interactive website encourages investors to take an active role in proxy voting oversight for […]

Citizens United: Five Years Later
Five years ago today the US Supreme Court held that corporations could spend unlimited funds on election campaigns in their decision, Citizens United v. Federal Election Commission. Last night I joined about 100 people a local showing of Pay 2 Play: Democracy’s High Stakes. I highly recommend it. See the film with a group and […]
Living With Activist Shareholders: SVDX & Stanford’s Rock Center for Corporate Governance
Living With Activist Shareholders, As Advertised: Activist shareholders are pushing their agenda in corporate America. Today’s public company can be a target of an activist hedge fund regardless of size, performance or relative success. Boards now need to be activists, too. How can board agendas address likely shareholder concerns? How should public companies engage most effectively […]

Rule 14a-8(i)(9) Suspended: SEC Withdraws No-Action
The SEC has essentially suspended Rule 14a-8(i)(9) Conflicts with company’s proposal. Shareowners at Whole Foods Market and at many other companies have scored a huge victory. Last Friday the SEC issued the following: Statement from Chair White Directing Staff to Review Commission Rule for Excluding Conflicting Proxy Proposals Chair Mary Jo White Jan. 16, 2015 The […]

Video Friday: Corporate Inversions
On October 14, 2014, Stanford Law School’s Arthur and Toni Rembe Rock Center for Corporate Governance hosted the discussion “Corporate Inversions: Desertion or Value Maximization?” Unfortunately, I missed this one but at least the Center caught it on video. Now we can watch at our leisure. Thanks again to Authur and Toni Rembe Rock for a […]

Analysis of 2014 Poison Pills
2014 Poison Pill Impetus, by John Laide of SharkRepellent.net, includes an analysis of last year’s U.S. poison pill adoptions. The post is also available at FactSet Insight, 2014 Poison Pill Impetus: Why are U.S. companies adopting poison pills? He concludes that companies continue to adopt poison pills primarily in response to activist investors. (more…)
SEC Creates Turmoil with Whole Foods No Action on Proxy Access
Apologies to those tired of reading about the issue of proxy access at Whole Foods. However, the SEC’s no action letter is a real watershed moment in the long struggle for proxy access, which began in earnest for me with a rulemaking petition in August 2002 but which others have been puruing for decades. Last Friday […]

Norges to Announce More Proxy Votes in Advance of AGMs
The Norges Bank Investment Management (Norges), the largest sovereign wealth fund in the world, will publish its voting intentions prior to annual general stockholder meetings (AGMs) when it believes such action can help illustrate an important principle. (Norwegian oil fund to disclose voting intentions to illustrate ‘principle’) (more…)

CII Requests Change to Whole Foods Proposal
The Counsel of Institutional Investors (CII) took a very strong stand yesterday, asking Whole Foods Market to amend its proxy access proposal to conform with the “3 percent for three years” standard applicable to groups. Whole Foods appears to have generated their proposal in direct response to mine in order to obtain a no-action letter from the […]

Introducing CSR Finance Institute
The Following is a guest post from Dr. Michael Hopkins, Chair and Partner of MHC International Ltd (MHCi) a research and advisory company on CSR, employment and development. CSRFI is an MHCI subsidiary focusing upon CSR/Sustainability teaching and training. He has worked in and with the corporate sector, the United Nations, Academia and has held a […]
Last Day for Early Registration: Directors Forum 2015, San Diego
Sign up today for the 10th anniversary, Directors Forum: Directors, Management & Shareholders in Dialogue, which brings together a unique blend of institutional investors, directors, management, regulators, consultants and contractors in an intimate setting designed for genuine access and interaction between speakers and attendees. January 25 – 27, 2015 in beautiful San Diego. I attend several […]

Thrift Savings Plan Needs Options & Disclosure
I see Senator Sheldon Whitehouse (D-R.I.) and Representative Jim Langevin (D-R.I.) are again pushing legislation to add a “Corporate Responsibility Index” option to the federal government’s Thrift Savings Plan (TSP). (Federal employees miss out on sustainable investment option, The Hill, 12/12/14) I certainly agree, federal employees should be able to direct their retirement savings into […]

Whole Foods Market Appeal in the Press
Nice to see the Gretchen Morgenson of the New York Times writing about my appeal of the SEC’s no-action letter allowing Whole Foods Market to exclude my proxy access proposal. (Whole Foods’ High Hurdle for Investors, 1/3/2015) As Morgenson, writes: (more…)