American Express 2024 Climate Lobbying

American Express 2024 Climate Lobbying

American Express 2024 Climate Lobbying. James McRitchie’s proposal for a Climate Lobbying report is one of several items to be voted on before or during the IBM annual meeting on April 30, 2024, at 10:00 a.m. Pacific. Attend the annual meeting online. I suggest you vote in advance. However, you can also vote during the meeting with your control number IF voting isn’t cut off right after all proposals have been presented.

Vote Against Baltimore, Brennan, Clayton III, Leonsis, Phillips, Pike, Squeri, Vasella, Auditors, Pay; FOR #5, #6, on Golden Parachutes and Climate Lobbying. Note: If you vote online and leave blanks, those blanks will be filled in, not as abstentions, but as if you had voted as the Board recommends. That’s not exactly democratic corporate governance.

American Express Company and its subsidiaries operate as integrated payment companies in the United States and Internationally. They operate through four segments: US Consumer Services, Commercial Services, International Card Services, and Global Merchant and Network Services. I voted with 30% of the Board’s recommendations. You can view the Proxy Statement via the SEC’s EDGAR system (look for DEF 14A) or on LEXexamples or CapEdge, which offer many free tools.

The Shareholder CommonsRead Warnings. Good corporate governance generally results in better profits and a better society. However, I don’t prioritize profits over our natural environment and human needs, especially when companies externalize costs. (see The Shareholder Commons) I take a systems approach.

ISS Rating

American Express Company’s ISS Governance QualityScore as of April 1, 2024, is 9. The pillar scores are Audit: 5; Board: 7; Shareholder Rights: 6; Compensation: 10. Corporate governance scores courtesy of Institutional Shareholder Services (ISS). Scores indicate decile rank relative to index or region. A decile score of 1 indicates lower governance risk, while a 10 indicates higher governance risk.

American Express 2024: How CorpGov.net Voted

ItemEgan-Jones RecommendationCorpGov.net Votes
1A-1L – Election of DirectorsFOR, EXCEPT
Leonsis and Vasella
AGAINST Baltimore, Brennan, Clayton III, Leonsis, Phillips, Pike, Squeri, Vasella
2 – Ratification of the Appointment of Independent AuditorsAGAINSTAGAINST
3 – Advisory Vote to Approve Executive CompensationFORABSTAIN
4 – Approve the Second Amended and Restated 2016 Incentive Compensation PlanFORFOR
5 – Shareholder Proposal Relating to Golden ParachutesFORFOR
6 – Shareholder Proposal Relating to Climate LobbyingAGAINSTFOR
7 – Shareholder Proposal Relating to Merchant Category CodesFORAGAINST

American Express 2024: Considerations and Recommendations

I was helped with my voting advice from Egan-Jones and my proxy voting policy through iconikapp. Some funds announced their votes in advance.

Egan-Jones

Free Proxy Advisor From As You Sow & IconikappYou can automate all your proxies to be voted according to human values by signing up for the iconik/AYS app. In about two minutes, you’ll vote all your proxies according to values that balance environment, social, governance, and profitability. More information is available at Free Proxy Advisor From As You Sow & Iconikapp. I have a more customized version, so your results with the iconikapp.com may differ. Iconikapp

American Express 2024: Directors

I voted Against Baltimore, Brennan, Clayton III, Leonsis, Phillips, Pike, Squeri, Vasella.

American Express 2024 Other Board Proposals: Items #2 Auditor, #3 Pay, #4 Incentive Compensation

Vote FOR the Auditor. Egan-Jones considers them essentially captured after ten years. PricewaterhouseCoopers LLP has been the auditor for 19 years. That’s enough. It is time for a change.

As stated above, vote AGAINST Pay. I generally vote against Pay that is more than 200 times what the median employee is paid. At AXP, that ratio is 677:1. Total compensation was $35,676,905 for the CEO and $52,680 for the median employee.

American Express 2024: #5 Golden Parachutes

This proposal, filed by Ken Steiner, appears to be similar to those filed by John Chevedden. I have also filed such proposals. Why should we pay a fortune to get executives to leave?

American Express 2024: Item #6 Report on Climate Lobbying

James McRitchie filed this crucial proposal. Item 6 calls on American Express to enhance the transparency and accountability of lobbying regarding climate commitments. Amex pledged to achieve net zero by 2035, aligning with SBi targets. Our proposal requests the Board report annually on whether its direct and indirect lobbying activities support its stated climate goals.

While Amex states it doesn’t engage in direct lobbying on climate, it acknowledges memberships in trade associations that DO.

Amex found the Business Roundtable’s position on climate change policy aligned with its own. Yet, others consistently identify the BRT as acting negatively. The BRT opposed the Inflation Reduction Act and is rated D+ by InfluenceMap on climate. Additionally, Amex discloses NO evaluation of at least nine additional trade associations to which the company paid dues of $50,000 or more.

The Interfaith Center on Corporate Responsibility identified best practices in reports from over 70 global companies. These include a published annual review of its climate lobbying, trade associations, and actions taken to address identified misalignments.

While Amex’s ESG Report identified climate change, energy, and GHG emissions as the most critical issues to stakeholders, it doesn’t conduct its engagement activities in accordance with the Paris Agreement goals.

Although Amex discloses trade association memberships of $50,000 or more—and the portion used for lobbying—it does not disclose its evaluation of trade association lobbying efforts. For example, the US Chamber of Commerce led the charge against Build Back Better and sued the SEC over its recent climate disclosure rules. How does that align with our climate commitments? What mitigating actions did Amex take to address misalignments?

Agencies such as the CFTC and banking regulators recognize climate change as the major risk to financial stability.

Amex has taken significant action but needs to do more. Voting for Proposal #6 will help safeguard Amex against financial and reputational risks. Vote For Proposal #6 and a sustainable future for our Company and World.

We ask that investors vote favor Proposal 6, Report Climate Lobbying Alignment.

Other Votes For #6

Norges. The Board should account for material sustainability risks facing the company and the broader environmental and social consequences of its operations and products. Sustainability disclosures should be aligned with applicable global reporting standards and frameworks to support investors in analyzing risks and opportunities. Where a company’s disclosure does not meet our needs as a financial investor, we will consider supporting a well-founded shareholder proposal calling for reasonable disclosure. We will not support a shareholder proposal that appears to impose a strategy or prescribe detailed methods, unrealistic timeframes, or targets for implementation.

CalPERS For

New York City Comptroller For

Other Vote Against #6

CalSTRS Against #6. It is difficult to understand why California teachers would oppose Amex’s disclosure of its evaluation of trade association lobbying efforts. Has CalSTRS suddenly embraced the Business Roundtable’s position on climate? I would love to hear from the CalSTRS board, staff, and members concerning this vote. CalSTRS is a Climate Action 100+ signatory. Climate Action 100+ is committed to raising the issue of climate lobbying during the 2024 proxy season. I think CalSTRS is voting in error but I have been unable to get their attention on this issue.

UPDATE: I was able to contact CalSTRS, and they did not vote in error. Fair enough; we have a difference of opinion. It still seems odd to me that Norges, funded by oil revenue, takes a harder line than CalSTRS, which responded with the following:

In regard to the American Express vote, we believe the company leads its peers in terms of disclosure.  While we recognize that the company has not shared detailed disclosure on how it is aligning its lobbying activity with their climate commitments, we do believe the American Express’s lobbying disclosure, indirect political contributions, and trade associations membership disclosure is robust and provides shareholders with a sufficient understanding of the risks around such activities.  We do not believe the proponent of the proposal has provided evidence that the existing lobbying efforts present a significant risk to shareholders and therefore we are unconvinced that the request would benefit shareholders, at this time.

American Express 2024: Item #7 Report on Merchant Category Codes

I am voting against almost all National Center for Public Policy Research proposals. The NCPPR believes shareholder proposals can be costly distractions for companies, consuming valuable board time, driving up legal fees, and drawing unwanted media attention. (The Corporate Contract and the Private Ordering of Shareholder Proposals)

The NCPPR has also taken legal action against the SEC, challenging the agency’s authority over shareholder proposals. In April 2023, the NCPPR filed a lawsuit against the SEC, alleging that the SEC’s forcing companies to include shareholder proposals on their proxy statements violates the First Amendment’s prohibition on government-compelled speech. (Right-wing think tank challenges SEC authority over shareholder proposals.) They appear to be filing proposals they know will get very low votes to push up the proportion of failed proposals.

Vote Against Proposal 7.

American Express 2025: Mark Your Calendar

To be considered for inclusion in next year’s Proxy Statement, any shareholder proposals submitted in accordance with SEC Rule 14a-8 must be received by our Corporate Secretary and Chief Governance Officer at our principal executive offices no later than November 15, 2024. Any such proposals must comply with all of the requirements of SEC Rule 14a-8.

   

IBM 2024: Related Posts

IBM 2024 Climate Lobbying

Caterpillar 2023 Lobbying Disclosure

MPT – Why Investors Might be Climate Allies: Corporate Governance Today

Lobbying Disclosure Sought by Investors

 

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