System-level investing is not an ESG add-on—it’s what remains once you recognize that “externalities” are actually the primary drivers of reducing long-term returns. 75–94% of portfolio returns come from market-wide “beta.” Ignoring systemic risks like climate, inequality, and governance breakdowns isn’t sophistication—it’s negligence. The Handbook of System-Level Investing provides shareholder advocates with what we’ve long […]
Dear Bob, I read your final reflections—Advice to a Younger Me—not once, but several times. Intending to write a book review. I ended up writing this letter of reflection because that’s what your last book invites readers to do. Yours is not really an autobiography. It is a reckoning. And it is impossible to read […]
Fiduciary duty, has inverted, to become a duty to the corporation and its shares. We must reclaim it to serve its ultimate beneficiaries—shareholders as people.
Rich Koppes, beloved husband, father, grandfather, brother, uncle, cousin, and dear friend to many, passed away on September 9, 2025. He was 79 years old. Born on August 20, 1946, in Norfolk, Virginia, to his loving parents, William and Mary Ann Koppes, He grew up in Lakewood, California, and for the past 53 years made […]
nCino 2025. I have proposal #5 to Declassify the Board. (more…)
Why Hasn’t Schwab Acted on Shareholder Support to Declassify the Board? According to the Schwab 2025 opposition statement, James McRitchie’s shareholder proposal to declassify Schwab’s Board received majority support. In response, our Board introduced its own proposal — which also gained majority support but narrowly missed the company’s unusually high 80% supermajority threshold. And then… […]
ServiceNow 2025: Don’t Let ServiceNow Play “Gotcha” with Shareholder Nominations Vote FOR Proposal 6: Right to Cure Have you ever experienced a situation where a small mistake, perhaps technicality, was called out, not as an opportunity to fix it, but to ensure your failure? ServiceNow’s bylaws are designed to trap shareholders in a web of […]
Lantheus 2025. James McRitchie’s proposal to declassify the board is one of several items on the proxy to be voted on before or during the Lantheus Holdings, Inc. annual meeting on May 1, 2025, at 6:00 a.m. Pacific time. You can attend the annual meeting in person in Bedford, Massachusetts, or online. Be sure to register […]
The Initial Vision Proxy access was envisioned as a governance reform to enhance corporate board accountability and improve shareholder influence. Among its anticipated benefits were: Increased Accountability: Proxy access aimed to make boards more responsive to shareholder concerns by allowing shareholders to nominate directors through company proxy materials without the need to solicit a specific […]
Pre-Disclosing Proxy Votes— Bradley August has advocated for funds to take that action since the days of ProxyDemocracy (archive link1, link2) and MoxyVote. Below is a comment August posted on LinkedIn regarding a recent Bloomberg Intelligence podcast. (updated3/16/2025) (more…)
Stanford Law Activism Class – Jim McRitchie I was a one-time guest speaker at Stanford Law in a class taught by lecturers Derek Zaba and Ram Sachs on 11/13/24. In preparation for the class, I wrote down a few notes and added a bit after class, now shared with readers: (more…)
Concentration of Wealth negatively impacts community and the environment. How bad is it (BAD)? What can be done? Just a few quick thoughts on Memorial Day morning.
Marriott 2024. Myra K. Young and James McRitchie’s proposal for a Paygap report is one of several items to be voted on before or during the Marriott International (MAR) annual meeting on May 10, 2024, at 5:30 a.m. Pacific time. Attend the annual meeting online. I suggest you vote in advance. However, you can also vote […]
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 […]
Leading by Example. Norges Bank Investment Management (NBIM) has already gained influence after deciding to pre-disclose its proxy votes its proxy votes (typically 5 days before AGM) beginning in 2021. Following NBIM’s pre-disclosure to vote against a proposal, opposition by other shareholders increases by approximately 2.7%. Compare that to ISS (12%) and Glass Lewis (6.5%). […]
Settlement with Broadridge reached to include the language below in their proxy. I then withdrew my proposal, and they withdrew their no-action request. (SEC file) After considering issuer practices during virtual shareholder meetings and to respect the voice of our shareholders, during our annual meeting we will pause to allow time for stockholders to ask […]
Fair and Balanced was the motto of Fox News. In 2017 they moved to a slightly more accurate “Most Watched, Most Trusted.” Most boards of directors, especially pension funds, like CalPERS, with a fiduciary duty to members that elect some directors and influence the election of others, want to at least appear fair and balanced […]
CalPERS Petition for RCV posted here will be taken up by the Finance & Administration Committee as agenda item 5e. Much of that item concerns the delivery of ballots (mail, phone, internet). My concern is primarily with the desirability of moving to ranked choice voting (RCV). The meeting agenda includes our draft petition of 9/21/2022 but not […]
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…)
Ownership: Reinventing companies, Capitalism, and Who Owns What by Corey Rosen and John Case should be read by every director on the board of public pension funds. I (James McRitchie) am planning to send a copy to all the board members of CalPERS once newly elected members take office next year. In celebration of […]
CalPERS Should Adopt IRV for Board Elections. That is the argument Randy Cheek and James McRitchie made in a draft rulemaking petition to the Board in a 9:24 AM email to board@calpers.ca.gov on 9/21/2022 under Government Code section 11340.6. As of the date of this post, the Board has yet to even acknowledge receipt. That feels […]
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 […]
Musings Missed Musings; not all of mine got mentioned at the Forum. I had the distinct pleasure of being a panelist at the Public Funds Forum 2022 with Maine’s Treasurer Henry Beck and David Wescoe, Executive Director of the Texas Municipal Retirement System. Our topic was Best Practices in Fund Governance. I thought of several […]
Saving American Democracy in the Age of Citizens United, that’s the subtitle of a new book by Robert A.G. Monks entitled The Emperor’s Nightmare. The subtitle speaks to the book’s forward thrust. The title puts that in the context of a long journey in corporate governance by Monks. The cover of Power and Accountability in 1991 […]
2U 2022 annual meeting is on June 8, 2022, at noon Pacific. It is a virtual-only meeting on the Broadridge platform. Of course, I recommend voting in advance, especially since many companies cut off voting as soon as proposals have been presented. To enhance corporate governance and long-term value, vote Against Coretha Rushing and Pay. Vote FOR […]
IQVIA Holdings 2022 made the list. Our company is near the top for ‘overpaid’ healthcare CEOs, number 20 of the 100 most overpaid CEOs. IQVIA Holdings 2022 annual meeting is April 12, 2022, at 9:00 am EDT at the Hilton Garden Inn Danbury, 119 Mill Plain Road, Danbury, Connecticut. Although IQVA is a healthcare company and we […]
David Webber: Guest Speaker on Corporate Accountability Forums April 4, 10 am Pacific, 1 pm Eastern – Register David Webber Yesterday, David Webber discussed his comment letter on proposed DOL regulations, which failed to consider the jobs of the very workers who contribute to funds regulated by the Department, harming both the workers and the funds […]
Employee ownership is my next focus. Support for proposals in 2020 and 2021 to encourage companies to add workers to the board has been weak. It is time to reassess. My conversations with CalPERS were especially interesting. Directors I interviewed who were elected by the members favored our proposals. Staff, those charged with voting shares […]
Sharing Profits is Not Enough Professor Reich but you are getting warmer. Your hook was that Sears workers owned 25%. Then you imagine what that magnitude of ownership could mean at Amazon. The spoiler was you then began touting cash bonuses, rather than stocks. True, having ALL retirement tied to one stock is risky. That […]
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…)
SHARE Summit 2021 was a virtual event this year. I missed the sidebar conversations so important at most conferences. Additionally, since I was home and had plenty of work to do, I attended fewer sessions than I would have in Vancouver. Still, even when virtual, this annual conference is among the best. I cannot think […]
CalPERS Votes Against Pay at More Companies Than Ever CalPERS votes against pay at 53% of companies during 2019 proxy season, truly setting an example with regard to stewardship around executive pay. That is up from 43% last year. I would be interested in an update of last year’s graphic (S&P 500 only, as above) […]
Climate Action 100+ calls for trade association accountability on climate change. 200 institutional investors with a combined $6.5 trillion in assets-under-management are calling on 47 of the largest US publicly traded corporations to align their climate lobbying with the goals of the Paris Agreement. Lobbying activities that are inconsistent with meeting climate goals are an investment […]
SSgA critical of GHG short-term perspective offered up by oil and gas, mining and utility disclosures on addressing greenhouse gas emissions. If we are to maintain a salubrious environment, much of the coal and oil will turn out to be stranded assets. Given that reality, I reallocated most positions I had in this sector to […]
2019 CalPERS CalSTRS Diversity Forum lived up to its billing as a unique opportunity to engage with industry leaders and experts on diversity and inclusion topics such as: The “Why” and “How” of driving diversity and inclusion Building and sustaining a positive corporate culture Human Capital Management metrics and their value to investors In the following […]