The Costs and Benefits of Shareholder Democracy (download from SSRN) by Nickolay Gantchev and Mariassunta Giannetti was referenced several times in the SEC’s proposed rulemaking to “modernize” the shareholder proposal process by making corporations more of democratic-free. The research was also referenced by two SEC Commissioners at the meeting when the proposal was initially voted […]
McRitchie 2019 proxy season results are not something I normally report. It feels too much like bragging. I do my work to drive better, more accountable corporate governance. However, the SEC’s Division of Corporate Finance is “considering recommending that the Commission propose rule amendments regarding the thresholds for shareholder proposals under Rule 14a-8.” It is […]
Some corporations and lobbying organizations claim small shareholders (Chevedden, McRitchie/Young, and the Steiners) submit 40% of proposals, most fail and we are forcing companies to waste money. Actually, small shareholders are critical to democracy. This is an old complaint. A 1947 hearing on proxy rules before a House Committee charged shareholder proposal rules would provide a […]
For years, the “Chevedden group” (Chevedden, McRitchie/Young and Steiner) has focused almost exclusively on governance proposals. More democratic corporations are likely to listen to their shareholders on other issues as well. Democracies facilitate voice and the exchange of ideas. Fighting for environmental and social issues, while extremely important, felt like addressing symptoms, rather than root […]
The battle over Main Street Investors could determine the future of the American economy for decades to come. According to Cydney Posner of Cooley PubCo, on one side are those who believe investors must focus on maximizing financial return and management knows best. On the other side are those who want to broaden the focus […]
Exempt solicitation use by shareholder proponents will continue to surge. Almost six years ago, SharkRepellent.net documented the rising use of PX14A6G filings. (Proponents Increasingly Proactive Promoting Their Issues by John Laide) Read any good PX14A6G filings lately? During the 2012 proxy season, sponsors of shareholder proposals have been increasingly making use of rules allowing them […]
Investor Response to Chamber: Letter Representatives of hundreds of investors with trillions of dollars in assets delivered a letter to the SEC on November 9, 2017, An Investor response to U.S. Chamber’s Proposal to Revise SEC Rule 14a-8 (report). We noted with interest the November 1, 2017, guidance contained in Staff Legal Bulletin No. 14I. […]
Sorry, this Caterpillar Inc Proxy Voting Guide comes late, since tomorrow is the last day to vote unless you attend the annual meeting. Caterpillar Inc. (CAT) manufactures and sells construction and mining equipment, diesel and natural gas engines, industrial gas turbines, and diesel-electric locomotives for heavy and general construction, rental, quarry, aggregate, mining, waste, material […]
As I indicated yesterday, I have been contacted by several reporters for comments on the latest screed from the Business Roundtable seeking to muzzle the rights of shareholders. Although I have much more productive ways to occupy my time, it does make sense for me to provide at least some response, since the Business Roundtable […]
Union Pacific Corporation (NYSE:UNP) is one of the stocks in my portfolio. Union Pacific is primarily a railroad operator. Their annual meeting is coming up on 5/14/2015. ProxyDemocracy.org had the votes of two funds when I checked and voted on 5/7/2015. I voted with management 50% of the time and assigned Union Pacific a proxy score of 50. View Proxy Statement. Read Warnings below. What follows are […]
eBay Inc (EBAY), which enables commerce through three reportable segments: Marketplaces, Payments and Enterprise, is one of the stocks in my portfolio. Their annual meeting is coming up on 5/1/2015. ProxyDemocracy.org had the votes of two funds when I checked and voted on 4/26/2015. I voted with management 67% of the time and assigned eBay a proxy score of 67. […]
New York State Comptroller Thomas P. DiNapoli and Trillium Asset Management today announced that they have withdrawn the shareholder proposal they filed at eBay Inc. (NASDAQ: EBAY) after the company agreed to revise its Governance Guidelines to include gender and racial diversity among the qualities its seeks in its board members. Several other issues remain on the […]
In a memorandum and order issued yesterday, Judge Louis L. Stanton, of United States District Court for the Southern District of New York, ruled John Chevedden’s motion to dismiss is granted. Omnicom’s motion for summary judgment is denied. “The clerk is requested to enter judgment dismissing the complaint, with costs and disbursements in favor of Mr. […]
Don’t miss the following great reads: Eleanor Bloxham, CEO of The Value Alliance Activist shareholders’ top priorities for 2014. A must read for directors and shareowners alike. Here’s the first paragraph. Many of us free ride on actions taken by active, long-term shareholders. These unsung heroes goad managers and boards to reach better decisions, make available […]
I found another case of corporate elections where ballot measures failed to be identified “clearly and impartially.” This time at Oshkosh ($OSK). Should we be surprised? Isn’t it time you took a minute out of your day to send a message to the SEC asking for an end to such abuses? Broadridge claims: When it comes to […]
National Fuel Gas Company (NYSE: NFG) informed the SEC they were bypassing their administrative no-action process and had filed an injunction in U.S. District Court for the Western District of New York on procedural grounds under Rule 14a-8. (more…)
From Fox News: Sempra Energy (SRE, $SRE) said its board elected Chief Executive Debra L. Reed as its new chairman, succeeding former company CEO Donald E. Felsinger, who is retiring. (more…)
Netflix Inc. (NFLX), which has lost half its value in the last two years, adopted an antitakeover plan (poison pill) intended to block activist investor Carl Icahn from expanding his nearly 10% stake. They did so without seeking shareowner approval and the pill may make it harder to find a buyer. Writing for the WSJ, Miriam Gottfried notes, Netflix […]
I get frequent alerts for news on shareowner activism from various sources. I’ve seen this press release sent out by Susman Godfrey L.L.P. concerning their win against a small shareowner pop up so many times I can no longer ignore it. (more…)
Netflix (NFLX) ($NFLX) is one of the stocks in my portfolio. Their annual meeting is coming up on 6/1/2012. Voting ends 5/31 on Moxy Vote’s proxy voting platform, which had 7 recommendations “from good causes,” including 3 consolidations, when I checked and voted on 5/24. ProxyDemocracy.org had 4 (more…)
Gilead Sciences ($GILD) is one of the stocks in my portfolio. I previously blogged about how I voted. Last week, I attended their annual meeting on 5/10/2012 to present John Chevedden’s proposal #4 to allow shareowners to act by written consent. This is an important governance feature allowing shareowners to take action in times of emergency between […]
Home Depot ($HD) is one of the stocks in my portfolio. Their annual meeting is coming up on 5/17/2012. Voting ends 5/16 on Moxy Vote’s proxy voting platform, which listed 10 “good causes,” but four were consolidations, when I checked and voted on 5/14. ProxyDemocracy.org had only 1 fund voting. I voted with management 86% of the time. (more…)
Gilead Sciences (GILD) is one of the stocks in my portfolio. Their annual meeting is coming up on 5/10/2012. Voting ends 5/9 on Moxy Vote’s proxy voting platform, which listed 8 “good causes,” but three were consolidations, when I checked and voted on 5/8. ProxyDemocracy.org had 4 funds voting.Gilead scores 44 out of 100, since I voted with management on […]
Union Pacific (UNP) is one of the stocks in my portfolio. Their annual meeting is coming up on 5/10/2012. Voting ends 5/9 on Moxy Vote’s proxy voting platform, which listed nine “good causes,” but three were consolidations, when I checked and voted on 5/7. ProxyDemocracy.org had 1 fund voting.UNP scores 13 out of 100, since I voted with management on only […]
Last week, the Conference Board and FactSet Research Systems announced a joint initiative to analyze and disseminate aggregate data from the annual general meetings (AGMs) of U.S. public companies. (more…)
I’ve been browsing around SharkRepellent.net for a few minutes a day for a few days. Unlike many of the sites I discuss, this one costs money to access but for many the cost may be well worth it. SharkRepellent offers in-depth research the takeover (more…)
Last year, KBR sued investor and USPX member John Chevedden after he submitted a proxy proposal seeking annual elections, rather than the current (more…)
ISS reported that Textron filed a Dec. 23 no-action petition with the SEC to omit a shareowner proposal from Ken Steiner that seeks proxy access using the model proposal developed by USPX. This appears to be the first no-action request filed on a proxy access proposal this season. The company asserts that Steiner’s resolution improperly constitutes multiple […]
Bermuda-based energy-drilling contractor Nabors Industries Ltd., already being sued by shareowners over executive pay issues now faces a proxy access proposal filed by CalSTRS and nine public pension funds from Connecticut, Illinois, New York and North Carolina. The company’s stock has lost about a quarter of its value this year. According to New York City Comptroller John C. Liu, who […]