The Proxy Voting Choice Revolution is a paper by Alon Brav, Tao Li, Dorothy S. Lund, and Zikui Pan, dated September 12, 2025. It was published by the European Corporate Governance Institute – Law Working Paper No. 875/2025, HKU Jockey Club Enterprise Sustainability Global Research Institute Paper No. 2025/145, available at SSRN: https://ssrn.com/abstract=5500098 or http://dx.doi.org/10.2139/ssrn.5500098. The paper […]
Exxon Vote Capture: approved. They applied for a no-action letter from the SEC Staff. It won approval on the same day. It is disheartening that Staff of a government agency would condone corporate vote rigging by authorizing the violation of the rules. (more…)
Corporate Governance Risks at Tesla: Corporate Governance Risks at Tesla, a notable post yesterday from AInvest Fintech Inc. I think I corrected their AI-generated cartoon. Here’s my summary and thoughts, including how I voted at Tesla. (more…)
Both ESG and anti-ESG shareholder proposals spark critical debate about modern corporate governance, highlighting the importance of active shareholder participation, adaptable definitions of materiality, and a focus on long-term risk management over symbolic actions. Engagement through proposals isn’t symbolic—it is necessary for healthy capitalism and a sustainable future. Disempowering shareholders erodes the corporate compass of […]
I’m not sure what happened to a missing post I wrote in 2013 about one of my heroes, John Chevedden, but I’m sure it had a link to a piece by Ross Kerber at Reuters. Here I’ll update that missing post from the past and reflect on John’s continuing impact, including the 2025 season. Back […]
As I get older, I (James McRitchie) reflect on where some of my thoughts on corporate governance originated, especially as I lament not only our lack of progress but also our recent backsliding. Where did I/we go wrong? Nell Minow’s Keynote to ICGN this year prompted more such reflections and offers rays of hope. (more…)
nCino 2025. I have proposal #5 to Declassify the Board. (more…)
I understand HB 4115 will be voted on the Texas House floor this week. SB 1057 has already passed the Senate. If the bill is signed into law, companies like Tesla, which have not yet filed their proxies, could opt into the bill’s provisions by amending their governing documents and including that information in their […]
Tariffs – Canadian Prime Minister Mark Carney thinks & works cooperatively. Donald Trump focuses on getting others to “kiss my ass.” Alongside allies in Japan and the European Union (EU), Carney used a calculated financial strategy to force Trump to back down from imposing tariffs by leveraging U.S. Treasury bonds. Two updates since publication. I […]
Democratizing Investing is not offering more products. Instead, BlackRock should address its proxy voting policies to address externalities per The Shareholder Commons and allow investors to customize their proxy voting in detail, such as is offered through iconikapp.com.
Climate Risk Disclosure: Take Action As many of you know, California enacted laws requiring climate risk disclosure in 2023. The California Air Resources Board (CARB) is now in the rulemaking process. On December 16, 2024, the Board solicited feedback to inform CARB’s implementing rules. (more…)
CII Spring Meeting 2025 Thank you, Nell Minow! I try to attend the Council of Institutional Investors meetings when they are held in California, but I’m just too cheap and time-constrained to travel to DC, especially when I’m not a member, so I cannot attend many of the sessions. (more…)
SRG Responds to HP, (SEC Commissioner Hester Peirce). Peirce wants to ensure shareholders who file resolutions have “some meaningful economic stake or investment interest in a company.” Our lawsuit against the SEC for a previous rulemaking by Chair Clayton, with the help of Peirce, which increased the qualifications for filing a shareholder proposal tenfold, is […]
Corporatocracy — Ciara Torres-Spelliscy‘s recently published book, Corporatocracy: How to Protect Democracy from Dark Money and Corrupt Politicians, dissects the mechanisms of corporate power and connects them to broader societal issues such as inequality, environmental degradation, and the erosion of democracy. In this work, she provides a roadmap for understanding and resisting Corporatocracy. She offers […]
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…)
Just Investing Podcast United Church Funds introduced a brand-new podcast, “Just Investing,” to tackle big questions in responsible investing. The Podcast, hosted by Matthew Illian and Adam Sank, will feature “powerhouse guests,” who are some of the voices leading the charge for a future in which every investment is a step toward a better world. […]
Center for Retail Investors & Corporate Inclusion (the RICI Center) is the first academic Center focused on retail shareholders. Professors Sergio Alberto Gramitto Ricci (UMKC Law & Brooklyn Law) and Christina Sautter (SMU Law & a Visiting Fellow at the London School of Economics & Political Science (LSE) Law School) launched the nonprofit Center for […]
2024 Proxy Season Results are almost entirely in for proposals I submitted for this year. This updates a prior post of 7/23/24. I haven’t reported any additional losses since that post. I can now count wins or partial wins on 32 out of 52 proposals, about 62%. We lost on 20 proposals. Six were a […]
Iconik’s Prism tool offers investors and advisors a powerful way to compare voting profiles and fund voting records. Iconik has been the leader in automating proxy votes for free or at a meager cost. Iconik serves advisors, fund managers, employers, and individuals. I used it during the 2024 proxy season, saving countless hours of reading […]
Proxy Voting at Norges: A “Must” Listen Proxy Voting at Norges is vital to shareholders worldwide since they own about 1.5% of most equities. Today’s investors increasingly engage with corporations on ESG risks through various avenues like management interactions, voting, and divestment. Norway’s sovereign wealth fund, a significant stakeholder in global companies with $1.7T in […]
NYSE Seeks to Delete AGM Requirement Join me (James McRitchie) in commenting to the SEC on a rule to exempt closed-end funds from the annual shareholder meeting requirement. Public companies could be next. This move would be bad corporate governance, the opposite of increasing accountability. Comments are due today, but the SEC also considers late […]
Right to Cure proposals feature prominently in my filings for the 2024 hump season and 2025. As seen in 2024 CorpGov.net Proxy Season Results, I have already filed five proposals on this topic, a refinement of sixteen “Fair Elections” proposals earlier this season. Most of my Fair Elections proposals resulted in agreements by companies not […]
Integrating individual voting through technological advancements and the increasing influence of ESG considerations will likely redefine materiality in corporate governance.
“Campaign GM,” launched in 1970 by consumer advocate Ralph Nader and other activists, marked a pivotal moment in corporate governance history. At the company’s annual meeting, they challenged General Motors on social and environmental issues through shareholder activism. Campaign GM: Ralph Nader A prominent consumer advocate, Ralph Nader spearheaded the “Campaign GM” initiative in 1970 […]
Snowflake 2024 Proxy Votes. James McRitchie’s proposal for the annual election of all directors is one of several items to be voted on before or during the Snowflake Inc. (SNOW) annual meeting on July 2, 2024, at 9 a.m. Pacific time. Attend the annual meeting online or in person. I suggest you vote in advance. However, […]
nCino 2024. Vote FOR #5 Elect Each Director Annually, AGIANST all Board proposals, except the auditor
Tesla 2024 Proxy Votes. James McRitchie’s Proposal for the annual election of all directors is one of several items to be voted on before or during the Tesla (TSLA) annual meeting on June 13, 2024, at 1:30 a.m. Pacific time. Attend the annual meeting online or in person. I suggest you vote in advance. However, you […]
Cognizant 2024
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.
DexCom 2024 – Vote AGAINST Sayer, Altman, Augustinos, Collins, Dahut, Heller, Malady, Auditor, Pay. Vote FOR Driscoll, Foletta, Topol, Pay, Pay Equity Disclosure, Transparency in Lobbying
Boeing 2024. James McRitchie’s Proposal for a Paygap report is one of several items to be voted on before or during the Boeing Company (BA) annual meeting on May 17, 2024, at 5:30 a.m. Pacific time. Attend the annual meeting online. I suggest you vote in advance. However, you can also vote during the meeting with […]
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 […]
Intuitive Surgical 2024. James McRitchie’s proposal for a Paygap report is one of several items to be voted on before or during the Intuitive Surgical (ISRG) annual meeting on April 25, 2024, at 3:00 p.m. Pacific. Attend the annual meeting in person or online. I suggest you vote in advance. However, you can also vote during […]