Tag Archives | Corporate Governance

Starbucks (SBUX): Vote Proxy Access

Starbucks Corporation (NASD: SBUX), together with its subsidiaries, operates as a roaster, marketer, and retailer of specialty coffee worldwide. SBUX is one of the stocks in my portfolio. ProxyDemocracy.org had collected the votImage result for starbuckses of four fund families when I checked and voted. Their annual meeting is coming up on March 22, 2017

I voted FOR Proxy Access Amendments. See how and why I voted other items below. I voted with the Board’s recommendations 50% of the time. View Proxy Statement via iiWisdom.

Read Warnings below. What follows are my recommendations on how to vote the proxy in order to enhance corporate governance and long-term value. Continue Reading →

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Walt Disney Company: Proxy Score 25

Walt Disney Company

Walt Disney Company: before you vote your proxy

The Walt Disney Company (NYSE:DIS), together with its subsidiaries, operates as an entertainment company worldwide.

The Walt Disney Company is one of the stocks in my portfolio. ProxyDemocracy.org had collected the votes of three fund families when I checked and voted. Their annual meeting is coming up on March 8, 2017.

I voted FOR Proxy Access Amendments. See how and why I voted other items below. I voted with the Board’s recommendations only 25% of the time. View Proxy Statement via iiWisdom. Continue Reading →

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Qualcomm (QCOM) Proxy Access: Proxy Score 57

QCOMQUALCOMM Incorporated (NASD:QCOM) develops, designs, manufactures, and markets digital communications products and services in China, South Korea, Taiwan, the United States, and internationally.

QCOM is one of the stocks in my portfolio. ProxyDemocracy.org had collected the votes of two funds when I checked and voted. Their annual meeting is coming up on March 7th, 2017.  

I voted AGAINST pay, comp committee members, auditor. FOR Proxy Access Amendments. See why below. I voted with the Board’s recommendations 57% of the time. View Proxy Statement via iiWisdom. Continue Reading →

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Moneyball Corporate Governance

Moneyball Corporate Governance: making the best use of what limited capital is available – just like what the Oakland A’s had to do with their limited payroll.

David R. Koenig, Founding Principal, The Governance Fund & Author of Moneyball Corporate Governance

David R. Koenig, Founding Principal, The Governance Fund, Author of Governance Reimagined: Organizational Design, Risk, and Value Creation

In the mid-1980s, New York Mets manager Davey Johnson was among the first in professional baseball to realize the advantage that could be gained by using computers and statistics to help select the team members for any given game, the order in which he played them, and even which specific pinch-hitter to use in a given situation. Under his leadership, the New York Mets won the 1986 World Series, Major League Baseball’s championship series.

The more widely known Moneyball story, made famous by Michael Lewis’ book and a movie starring Brad Pitt, takes place nearly 15 years later. It tells a similar story – of using analytics and probability-based decision-making to successfully discover hidden value in both players and collections of players. In that story, the focus of the analytics is on maximizing player and team performance relative to the constraints of the Oakland Athletics’ very limited payroll. Continue Reading →

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Apple (AAPL) Proxy Access: Proxy Score 44

AAPL logoApple Inc. (NASD:AAPL) designs, manufactures, and markets mobile communication and media devices, personal computers, and portable digital music players to consumers, small and mid-sized businesses, and education, enterprise, and government customers worldwide.

AAPL is one of the stocks in my portfolio. ProxyDemocracy.org had collected the votes of two funds when I checked and voted. Their annual meeting is coming up on February 28th, 2017.  

I voted FOR Proxy Access Amendments. See how and why I voted other items below. I voted with the Board’s recommendations 44% of the time. View Proxy Statement via iiWisdom. Continue Reading →

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Walgreens Boots Alliance, Inc.: Proxy Score 33

Image result for walgreens boots alliance wbaWalgreens Boots Alliance, Inc. (WBA) operates as a pharmacy-led health and wellbeing company. It operates through three segments: Retail Pharmacy USA, Retail Pharmacy International, and Pharmaceutical Wholesale.

Their annual meeting is coming up on January 26th, 2017. ProxyDemocracy.org had collected the votes of 3 fund families when I checked. I voted FOR proxy access and a report on sustainability and pay practices; AGAINST pay, compensation committee, auditor and financial expert. I voted with the Board’s recommendations 33% of the time. View Proxy Statement. See 1/25/2017 update. Continue Reading →

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Rising Stars of CorpGov: Nominations Open

2015 Rising Stars of Corporate Governance

2015 Rising Stars of Corporate Governance & Ira Millstein

Rising Stars of Corporate Governance Award – Each year, the Millstein Center for Global Markets and Corporate Ownership at Columbia Law School presents the annual Rising Stars of Corporate Governance Awards.

This award recognizes people who, while young and possibly new to the field of corporate governance, are making their marks as outstanding analysts, experts, activists, or managers. Recipients may represent any of the many bodies that comprise the world of corporate governance: corporations, academic bodies, institutional investors, auditors, advisory firms, rating agencies, proxy services, professional associations, and others. Continue Reading →

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Medivation Inc – Vote Proxy Access

Medication IncMedivation Inc. (MDVN), a biopharmaceutical company, focuses on the development and commercialization of medical therapies to treat serious diseases in the United States. Their annual meeting is coming up on June 22, 2016.

ProxyDemocracy.org had collected the votes of two fund families when I checked. Vote AGAINST pay, committee, stock plan; FOR proxy access. I voted with the Board’s recommendations 59% of the time. View Proxy Statement via iiWisdom. Continue Reading →

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DaVita HealthCare – Written Consent

DaVita HealthCareDaVita HealthCare Partners Inc (NYSE:DVA), one of the companies in my portfolio, provides kidney dialysis services for patients suffering from chronic kidney failure or end stage renal disease. Their annual meeting is coming up on June 20, 2016. I have a proposal on the proxy to allow shareholders to act by written consent.

ProxyDemocracy.org had collected the votes of three fund families when I checked. Vote AGAINST pay, committee, and proxy access ‘lite’; FOR the right to act by written consent. I voted with the Board’s recommendations 53% of the time. View Proxy Statement via iiWisdom.

Read Warnings below. What follows are my recommendations on how to vote the proxy in order to enhance corporate governance and long-term value. Continue Reading →

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Cognizant Technology – Written Consent

Cognizant TechnologyCognizant Technology Solutions Corporation (CTSH) provides information technology (IT), consulting, and business process services worldwide. Their annual meeting is coming up on June 15, 2016.

ProxyDemocracy.org had collected the votes of three fund families when I checked. Vote AGAINST pay, committee; FOR proposal to allow written consent. I voted with the Board’s recommendations 57% of the time. View Proxy Statement via iiWisdom. Continue Reading →

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Genomic Health Inc – Vote Proxy Access

Genomic Health IncGenomic Health Inc GHDX $GHDX, a healthcare company, provides actionable genomic information to personalize cancer treatment decisions in the United States and internationally. Their annual meeting is coming up on June 9, 2016.

ProxyDemocracy.org had collected the votes of one fund family when I checked. Vote AGAINST pay, compensation committee, stock plan; FOR proxy access. I voted with the Board’s recommendations 45% of the time. View Proxy Statement via iiWisdom. Continue Reading →

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Alphabet: Proxy Score 5

AlphabetAlphabet (GOOGL), one of the companies in my portfolio, is a holding company. The Company holds interests in Google Inc. (Google). The Company’s segments include Google and Other Bets. Google segment includes Internet products, such as Search, Ads, Commerce, Maps, YouTube, Apps, Cloud, Android, Chrome, Google Play, and hardware products, including Chromecast, Chromebooks and Nexus, which are sold by the Company. Their annual meeting is coming up on June 8, 2016.

ProxyDemocracy.org had collected the votes of three fund families when I checked. Vote AGAINST the Board, Stock Plans, Articles; FOR auditor and all shareholder proposals. I voted with the Board’s recommendations 5% of the time. View Proxy Statement via iiWisdom. Continue Reading →

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Netflix Inc: Proxy Score 0

Netflix Inc

Netflix Inc

Netflix Inc $NFLX., one of the stocks in my portfolio, an Internet television network, which engages in the Internet delivery of television (TV) shows and movies on various Internet-connected screens. Their annual meeting is coming up on June 9, 2016.

ProxyDemocracy.org had collected the votes of one fund family when I checked. Vote AGAINST directors, pay, auditor; FOR all shareholder proposals. I voted with the Board’s recommendations 0% of the time. View Proxy Statement via iiWisdom. Continue Reading →

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Board Evaluation Practices in India

Board Evaluation Practices in India

Board Evaluation Practices in India: Click Twice to Enlarge

Board Evaluation Practices in India: Background

CimplyFive Corporate Secretarial Services Pvt. Ltd. (CimplyFive), pioneer in offering research and technology based solutions for compliance with the Companies Act 2013, and InGovern Research Services Pvt. Ltd. (InGovern), India’s first proxy advisory and a premier corporate governance research and advisory company, released their report Board Evaluation Practices in India: A Study of Top 100 Companies in 2015. Board Evaluation is a new practice for many companies mandated by the Companies Act, 2013 in India for the first time. This study is the first ever analysis of the Board Evaluation Practices since being mandated in India. Continue Reading →

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Video: Uprising Against Wall Street

Uprising Against Wall Street - Occupy

Uprising Against Wall Street – Occupy

Uprising Against Wall Street – it has certainly been a clarion call of Bernie Sanders’ Presidential campaign but, as Stephen Davis points out in the video below, Hillary Clinton, Ted Cruz and Donald Trump have also attacked Wall Street. Public opinion is clear, so politicians aren’t likely to be strong defenders (at least not in public) of a system that doesn’t appear to be working in the public interest.

Watch Stephen Davis and David Pitt-Watson discuss their new book (co-authored with Jon Lukomnik), What They Do With Your Money: How the Financial System Fails Us and How to Fix It. Continue Reading →

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Yelp Inc. ($YELP): Proxy Score 33

Yelp Inc CriticYelp Inc. ($YELP) operates a platform that connects people with local businesses primarily in the United States. Yelp is one of the stocks in my portfolio. Their annual meeting is coming up on April 13, 2016 and I have a lot of voting recommendations to make ProxyDemocracy.org had collected the votes of one fund when I checked. Yes, I’m a Yelp critic, voting AGAINST pay plan, compensation committee and omnibus stock plan, voting with the Board’s recommendations 33% of the time. View Proxy Statement.

Read Warnings below. What follows are my recommendations on how to vote the proxy in order to enhance corporate governance and long-term value.  Continue Reading →

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The Walt Disney Company (DIS): Proxy Score 62

 Disney

before you vote your proxy

Disney ($DIS), together with its subsidiaries, operates as an entertainment company worldwide. Disney is one of the stocks in my portfolio. Their annual meeting is on March 3, 2016. ProxyDemocracy.org had collected the votes of three funds when I checked. I voted against the pay proposal and compensation committee and in favor of shareholder proposal to eliminate supermajority requirements and to report on lobbying. I voted with the Board’s recommendations 62% of the time. View Proxy Statement.

Read Warnings below. What follows are my recommendations on how to vote the proxy in order to enhance corporate governance and long-term value.  Continue Reading →

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Apple Inc. Proxy Score 47 – ‘For’ Proxy Access

Apple IncApple Inc. (AAPL) meeting on 2/26/2016 provides shareholders an opportunity to vote FOR real proxy access. Apple Inc. designs, manufactures, and markets mobile communication and media devices, personal computers, and portable digital music players to consumers, small and mid-sized businesses, education, and enterprise and government customers worldwide. It is one of the stocks in my portfolio. I will attend the 2/26 meeting in person.

ProxyDemocracy.org had collected the votes of four funds when I checked. I voted against two directors and for proxy access, therefore with the Board’s recommendations 47% of the time. View Proxy Statement.

Read Warnings below. What follows are my recommendations on how to vote the proxy in order to enhance corporate governance and long-term value.  Continue Reading →

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Directors Prepare for Shareholder Activism

Directors Prepare for Shareholder Activism

Directors Prepare for Shareholder Activism Before the Panel

How should directors prepare for shareholder activism? That was the underlying question addressed by last week’s SVDX / Rock Center for Corporate Governance joint event – Shareholder Activism: The Good, the Bad or Just Ugly.  Shareholder activism is in the news almost every day. How does it play out in Silicon Valley? Is activism beneficial to (some) shareholders in the short-term but harmful to the company (especially Silicon Valley companies) in the long-term?

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Visa (V): How I Voted – Proxy Score 53

VisaVisa Inc (V), a payments technology company, operates an open-loop payments network worldwide. The company facilitates commerce through the transfer of value and information among financial institutions, merchants, consumers, businesses, and government entities. Visa is one of the stocks in my portfolio. Their annual meeting is on February 3, 2016. ProxyDemocracy.org had collected no votes when I checked.  I voted against the pay plan, incentive plan, amendments and the compensation committee but with the Board’s recommendations 53% of the time. View Proxy Statement on iiWisdom. Continue Reading →

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Analogic Corp: How I Voted – Proxy Score 80

AnalogicAnalogic Corporation ($ALOG), a technology company, designs, manufactures, and sells medical imaging, ultrasound, and security systems and subsystems to original equipment manufacturers (OEMs) and end users in the healthcare and airport security markets worldwide. Analogic is one of the stocks in my portfolio. Their annual meeting is coming up on January 21, 2016. ProxyDemocracy.org had collected the votes of one fund when I checked.  I voted with the Board’s recommendations 80% of the time, voting only against pay and pay chair as a warning for loose pay practices. View Proxy Statement.

Read Warnings below. What follows are my recommendations on how to vote the proxy in order to enhance corporate governance and long-term value.  Continue Reading →

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Reed’s – REED: Reject the Board

REED Supplement 2015mtgReed Tshirt12nd update, 12/20/2015: Unpack your bags, cancel your flight and hotel. Reeds Inc. (REED) has postponed tomorrow’s annual meeting to 12/30/2015. Although the move may be costly to shareowners and our company, it may pay dividends in the long-run if REED finally starts paying more attention to shareowners, corporate governance and their legal obligations. REED made a material error in their proxy materials and ballot. Although they filed a revised proxy, they didn’t pay to send a new ballot or link to shareowners. The supplement they issued on Friday includes a new ballot but so far that has not gone out to most shareowners.  I am hoping they will do so this week through Broadridge’s proxyvote.com platform. Continue Reading →

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Marrone Bio Innovations (MBII): How I Voted – Proxy Score 33

Marrone Bio InnovationsMarrone Bio Innovations, Inc. $MBII provides bio-based pest management and plant health products for the agriculture, turf, and ornamental and water treatment markets in the United States and internationally. Marrone Bio is one of the stocks in my portfolio. Their annual meeting is on December 17, 2015. ProxyDemocracy.org had collected the votes of one fund when I checked.  I voted with the Board’s recommendations 33% of the time. View Proxy Statement.

Read Warnings below. What follows are my recommendations on how to vote the proxy in order to enhance corporate governance and long-term value.  Continue Reading →

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United Natural Foods (UNFI): How I Voted – Proxy Score 42

United Natural FoodsUnited Natural Foods, Inc. $UNFI, together with its subsidiaries, distributes and retails natural, organic, and specialty foods and non-food products in the United States and Canada. United Natural Foods is one of the stocks in my portfolio. Their annual meeting is on December 16, 2015. ProxyDemocracy.org had collected the votes of four funds when I checked.  I voted with the Board’s recommendations 42% of the time. View Proxy Statement.

Read Warnings below. What follows are my recommendations on how to vote the proxy in order to enhance corporate governance and long-term value.  Continue Reading →

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Medtronic PLC: How I Voted – Proxy Score 44

MedtronicMedtronic PLC ($MDT) manufactures and sells device-based medical therapies worldwide. Medtronic is one of the stocks in my portfolio. Their annual meeting is on December 11, 2015. ProxyDemocracy.org had collected the votes of two funds when I checked.  I voted with the Board’s recommendations 44% of the time. View Proxy Statement.

Read Warnings below. What follows are my recommendations on how to vote the proxy in order to enhance corporate governance and long-term value.  Continue Reading →

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WD-40 Company (WDFC): How I Voted – Proxy Score 100

WDFCWDFC develops and sells maintenance products, and homecare and cleaning products. WDFC is one of the stocks in my portfolio. Their annual meeting is on December 8, 2015. ProxyDemocracy.org had collected the vote of one fund when I checked.  I voted with the Board’s recommendations 100% of the time. View Proxy Statement.

Read Warnings below. What follows are my recommendations on how to vote the proxy in order to enhance corporate governance and long-term value.  Continue Reading →

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Guidewire Software, Inc. (GWRE): How I Voted – Proxy Score 40

GuidewireGuidewire Software, Inc. provides software products for property and casualty (P&C) insurers. It offers a technology platform supports core insurance operations, including underwriting and policy administration, claim management, and billing. Guidewire is one of the stocks in my portfolio. Their annual meeting is coming up on December 3, 2015. ProxyDemocracy.org had collected the votes of two funds when I checked.  I voted with the Board’s recommendations 40% of the time. View Proxy Statement.

Read Warnings below. What follows are my recommendations on how to vote the proxy in order to enhance corporate governance and long-term value.  Continue Reading →

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Microsoft Corporation (MSFT): How I Voted – Proxy Score 62

Microsoft CorporationMicrosoft Corporation (MFST), a technology company, develops, licenses, and iiWisdomsupports software products, services, and devices worldwide. Microsoft is one of the stocks in my portfolio. Their annual meeting is on December 2, 2015. ProxyDemocracy.org had collected the votes of five funds when I checked.  I voted with the Board’s recommendations 62% of the time. View Proxy StatementiiWisdom provides a nice interactive viewing platform that makes Microsoft’s proxy a little easier to read. I recommend it.

Read Warnings below. What follows are my recommendations on how to vote the proxy in order to enhance corporate governance and long-term value.  Continue Reading →

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