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…)
Tag Archives | As You Sow
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 […]
Jackie Cook 3/21 on CEO Pay & Gender Parity
3/21 Jackie Cook: 1 pm Pacific, 4 pm Eastern – Register Jackie holds the position of Director, Stewardship, Product Strategy & Development at Morningstar, leading Sustainalytics’ ESG Voting Policy Overlay service. She previously held the role of Director of Investment Stewardship Research. Her research covers investor active ownership practices, proxy voting trends, and corporate governance. Jackie […]
2022 The 100 Most Overpaid CEOs
2022 The 100 Most Overpaid CEOs (release). As You Sow and HIP Investor have done it again. Read it and weep. Then take action. Vote against these pay packages AND the compensation committee members. Also, vote for proposals aimed at disclosure and more equitable distribution of incentive shares. I filed several such proposals listed in […]
ICCR Proxy Resolutions and Voting Guide
ICCR Proxy Resolutions and Voting Guide now includes all proposals filed so far for the 2022 season by Corporate Governance. I could not be more delighted, since this is the group that is most responsible for inspiring my own work! ICCR has published its Guide every year since 1974. The 2022 Guide discusses 436 resolutions filed by […]
CorpGov.net 2021 Review Looking Forward to 2022
CorpGov.net 2021. We said goodbye to the Trump administration, filed shareholder proposals, held weekly discussions on corporate accountability in 2021, helped shape the SEC’s repeal of several Staff Legal Bulletins, the proposed N-PX rulemaking, and sued the SEC to overturn rules that harm the rights of Main Street investors. It was a productive year at […]
Spring 2021 CorpGov.net Proxy Proposal Results
Spring 2021 CorpGov.net Proxy Proposal results are in, as reported below. New SEC rules will delay needed ESG reforms, so we worked in cooperation with more groups and filed more proposals than ever. We still averaged more than a 50% vote in favor. (more…)
Corporate Accountability Fall 2021 Online Forum
Corporate Accountability Fall 2021: Restoring the Balance. This is your chance to discuss the issues with Nell Minow, Michae O’Leary, Andy Behar, Josh Zinner, Doug Chia, Bruce F. Freed, Heidi Welsh, Jon Lukomnik, Tim Smith, Christina Sautter, Rick Alexander, Karen E. Woody, Sanford Lewis. Spring will include Leo Strine Jr, Brandon Rees, Jackie Cook, David […]
Accountable: The Rise of Citizen Capitalism
Accountable may be an exception. Not many books on capitalism and corporate governance have the potential to spread like a meme. O’Leary and Valdamanis have a rare talent for using memorable terms like the Two-Buffett Paradox, Fiduciary Absolutism, and Milgram-Nixon Syndrome. Buy it on Amazon and I might get a few cents for the referral. I […]
Academy of Management 2021: #AOM2021
Academy of Management 2021, #AOM2021. I was a discussant at a symposium entitled, Synergizing Corporate Activism Research: Building a Shared Understanding of an Evolving Phenomenon (session 913) This post is mostly for my future reference but readers may also find parts interesting. I welcome contact from those attending #AOM2021 who are interested in collaborating with investors. […]
Restore Shareholder Proposal Rights
Restore shareholder proposal rights to the pre-Trump era level. That is the objective of the complaint (pdf 2021 06 15 ICCR Complaint) filed this morning in the U.S. District Court for the District of Columbia challenging the Securities and Exchange Commission (SEC’s) recent amendments to the rule governing the filing of shareholder proposals. The revised […]
Shareholder Rights in 2021
SEC to Protect Shareholder Rights in 2021 Shareholder rights in 2021 will strengthen if recent speculation is realized. U.S. Senate Democrats aim to undo Trump-era shareholder voting rights rule. Shareholder Rights in 2021: History As discussed elsewhere on CorpGov.net (Review: Carl Gershenson). After its founding, the SEC was largely a champion of shareholder rights, requiring companies […]
The Giant Shadow of Corporate Gadflies
The Giant Shadow of Corporate Gadflies, by Yaron Nili and Kobi Kastiel, (download at SSRN) is one of the more objective reviews of the recent influence of “gadflies” on corporate governance in America. It might have been even better if the authors had discussed their work with the subjects of their study – the gadflies. (Disclosure: […]
Reform No-Action Process
Reform No-Action Process Reform no-action process. That was the call of a recent letter by the Shareholder Rights Group to John Coates in his new role as Acting Director of the SEC’s Division of Corporation Finance. The letter is posted below. Some formatting changes were made and I added links to put our request to reform […]
SEC Trampled Shareholder Rights
SEC Trampled Rights. September 23 was a bad day for shareholders, society, and the environment. It was an action typical of the Trump Administration, where political appointees work counter to the missions of regulatory bodies. The only significant “support” for the amendments from shareholders came from a few fake letters, which Chairman Clayton read into […]
BlackRock 2020: Corporate Purpose
BlackRock 2020 annual meeting is 5/14/2020 at 5AM Pacific virtually by entering the eligible shareholder’s 16-digit control number found on the proxy card. To enhance long-term value: Vote AGAINST Einhorn, Ford, Gerber, Johnson, Mills, Nixon, Slim Domit, Auditor, & Pay. Vote FOR Report Corporate Purpose. See list of all virtual-only meetings maintained by ISS. (more…)
JPMorgan 2020 Financing Climate Destruction
JPMorgan 2020 annual meeting is 5/19/2020 at 7AM Pacific virtually. Presumably we will be able to vote by entering our 16-digit control number found on the proxy card. To enhance long-term value: Vote AGAINST Burke, Pay, Auditor, #8. Vote FOR other directors, other shareholder proposals. See list of all virtual-only meetings maintained by ISS. (more…)
2020 Shareholder Resolutions: Find Them
What 2020 shareholder resolutions can we expect to see in our proxies this year? Two of the most frequent compilers and filers are ICCR and As You Sow. Plus I also tell you about my own below. (more…)
2020 ESG Proposal Lists
2020 ESG Proposal Lists Updated Our 2020 ESG proposal lists have been updated, thank to Lynn Jokela (bio) who posted something the other day at TheCorporateCounsel.net about how to find “other companies who are receiving the same shareholder proposals.” Presumably Jokela was focused on corporate counsel. Of course, our readers, primarily investors, also want to know who […]
Verbal No-Action Decisions Questioned
Verbal No-Action Decisions Slammed by Shareholder Rights Group Verbal no-action decisions by the SEC threaten the integrity of corporate governance. On September 6, the Securities and Exchange Commission issued a new policy providing for verbal no-action decisions that could significantly reduce transparency and accountability in the process of enforcement of the rules on shareholder proposals. […]
Shareholders v Stakeholders
Shareholders v Stakeholders is in the news again, driven by the Business Roundtable. Someone asked Quora: Regarding corporate social responsibility, do you agree more with the shareholder view or the stakeholder view theory? Below is my response with a few edits, after some additional thought. (more…)
CSR 5.0 Skytop Strategies
CSR 5.0. I must have missed 2.0 through 4.9… focused on corporate governance and ESG. This was my first Skytop Strategies conference (agenda) or one specifically on the topic of CSR. It was billed as presenting “the evolution of corporate social responsibility from its initial shared value paradigm to its current form. The program will […]
Proxy Preview 2019: Better Every Year
Proxy Preview 2019 reveals intensified shareholder pressure on corporations across a wide range of ESG issues from climate and political spending to women. Investors with a conscience; we are having a bigger impact every year. Download the report and/or watch webinar here. (more…)
Internet Will Drive Public Opinion and Proxy Voting to Reflect American Values
American values were recognized as at risk in 1932 when Adolf Berle and Gardiner Means argued that with dispersed shareholders, ownership has been separated from their control. (The Modern Corporation and Private Property) Ironically, concentration of equities under the umbrella of three or four indexed funds presents an opportunity to end that divide and make companies […]
Shareholder Collaboration
Shareholder Collaboration is a new ECGI working paper by Jill Fisch and Simone M. Sepe. Fisch is one of my favorite researchers, being insightful and less predictable than many of those in the primary academic hubs of corporate governance (Harvard, Stanford, and Delaware). In Shareholder Collaboration, the authors discuss the growing importance of a collaborative […]
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 […]
Ford Motor Company Proxy Voting Guide
Ford Motor Company (F) designs, manufactures, markets, and services a range of Ford cars, trucks, sport utility vehicles, and electrified vehicles; and Lincoln luxury vehicles worldwide. Placing a big bet on the continued profitability of gas guzzling SUVs and trucks, they recently announced phasing out most sedans. Most shareholders do not vote because reading through […]
Starbucks Corp Proxy Voting Recommendation
Starbucks Corp (SBUX), operates as a roaster, marketer, and retailer of specialty coffee worldwide. Most shareholders do not vote because reading through 70 pages of the proxy is not worth the time for the small difference your vote will make. Below, I tell you how I am voting and why. If you have read these posts […]
2017 Tax Planning: As You Sow
I noticed some 2017 Tax Planning advice from Blank Rome LLP and thought to alert readers. On December 20, 2017, Congress passed its comprehensive tax reform bill, the Tax Cuts and Jobs Act (“the Act” or “the Bill”), which is expected to be signed into law by President Trump in early January 2018. The Bill […]
Millennials: Sustainability 401k Plans
As millennial-aged employees now represent the majority of the U.S. workforce, it is increasingly important that corporate management finds ways to engage them in the company. Creating 401k plans which connect to their core values — like solving human, social and environmental problems through their work and investments — can be a huge advantage to the company as a […]
CEO Pay Machine Destroying America
The CEO Pay Machine: How it Trashes America and How to Stop it (Amazon) by Steven Clifford should be mandatory reading for all compensation committees and those who vote proxies for large funds. The book is easily read and understood by the layperson. It also includes the fact-based evidence needed to convince fiduciaries that voting against […]
RBI to Curb Antibiotics in Chicken
Restaurant Brands International (RBI), parent of Tim Hortons, Burger King and Popeyes, announced its decision to purchase only chicken raised without antibiotics important to human medicine by the end of 2018, a major sustainability milestone for the world’s third-largest fast food restaurant operator. RBI came to an agreement in March 2016 with As You Sow,a […]
Digital Strategies Fellow: As You Sow
Digital Strategies Fellow sought by As You Sow to assist the Director of Digital Strategies with research, data analysis, project management, and outreach to stakeholders. This position is a unique opportunity to merge technical and programmatic skills. You will be part of a team developing web tools and data-driven approaches to financial transparency and environmental and social […]
ExxonMobil – Shareholders Offer 4 Options
I don’t own ExxonMobil $XOM stock or the stock of any other oil companies, so won’t be examining their proxy when it comes out or making voting recommendations. However, oil companies do remain a potent economic force and won’t be going away anytime soon… even though folks like me hope to be driving around in electric […]
The 100 Most Overpaid CEOs: Take Action
The 100 Most Overpaid CEOs: Are Fund Managers Asleep at the Wheel? is the second such report from As You Sow in two years. I hope it continues as an annual tradition. I urge everyone to read it. Rosanna Landis Weaver, Jackie Cook and others contributing to this project did a great job. As Nell Minow said of […]