There are three new or continuing developments this year, according to the SEC: (more…)
Tag Archives | proxy
Proxy Filings to Address Citizens United
James McRitchie, 01/22/2012 ,
More than 40 investors joined in filing and co-filing the resolution seeking comprehensive disclosure of corporate lobbying. Among them are New York (more…)
ISS Webinars: Key Governance Issues
James McRitchie, 11/30/2011 ,
Webinars on U.S. and European policy perspectives will provide valuable insight into the key corporate governance issues facing investors and companies for 2012. European Policy Perspectives: Tuesday, December 6, 2011, 2:30 PM GMT, 3:30 PM CET. Presented by ISS’ Jean-Nicolas Caprasse, Head of Business, Europe; Daniel Jarman, Head of U.K. Research; Thomas von Oehsen, Head of […]
Current Monopoly Costs Shareowners Millions
James McRitchie, 10/03/2011 ,
The Securities Transfer Association (STA) released a study, 2011 Transfer Agent Survey to Estimate the Costs of a Market-Based Proxy Distribution System, that evaluates the costs to public companies of beneficial owner proxy processing services over providing those same services to registered shareowners. The study concluded that public companies could save more than 42% if proxy […]
Blanks Votes: Australia & US
James McRitchie, 09/18/2011 ,
It is great to see Manifest, the proxy voting agency, raising the issue of management voting proxy items left blank by shareowners. In the majority of markets with developed shareholder voting procedures, for each proposal, the shareholder has three choices; to vote for, against or abstain. Alternatively, shareholders can actively elect for the chairman to […]
Make Auditors Work for ShareOwners: Take Action
James McRitchie, 08/24/2011 ,
The Public Company Accounting Oversight Board (PCAOB) published a concept release that asks for public input on how to get auditors to become more independent, more objective, and more skeptical – and especially whether a mandatory rotation system for audit firms would achieve that objective. While mandatory rotation has been considered and dismissed in the […]
Directors Should Thank Dodd-Frank
James McRitchie, 05/28/2011 ,
Eleanor Bloxham, a contributor to Fortune magazine, tells readers Why corporate directors should thank Dodd and Frank. With investors focused on “say-on-pay,” ISS recommendations against directors are down substantially. Ture, but this isn’t likely to last. Most institutional investors seem to be taking a year off from voting against compensation committee members, giving them a free […]
InGovern Proxy Analysis Launched in India
James McRitchie, 05/25/2011 ,
A new proxy vote analysis service, InGovern Corporate Governance Platform, allows institutional investors to analyze various companies, follow the agendas of shareholder meetings, exercise votes and collaborate with other investors. Research based on “objective criteria” – Governance Radar – is also embedded into the platform, according to a press release from Bangalore. This is a […]
Where is the LUV for Shareowners at Southwest Airlines?
James McRitchie, 05/25/2011 ,
Looking for coverage of the Southwest Airlines (LUV) annual meeting, I couldn’t find much. Dispatchers picketed outside. (Southwest Airlines Dispatchers Not Feeling LUV, NBC) The rising cost of fuel and integration of AirTran Airways were listed as concerns. (Despite tough economic conditions, Southwest tells shareholders future bookings look (more…)
Nay on Pay: Comments Sought on Draft Guidelines
James McRitchie, 05/12/2011 ,
The United States Proxy Exchange (USPX) released draft guidelines for shareowners to use in making say-on-pay voting decisions. Comment letters are due by June 2nd to contact@proxyexchange.org. Please put “Say-on-Pay Guidelines” in the e-mail subject line. Letters will be posted to the USPX website, unless you indicate you would rather remain anonymous. (Disclosure: I am a member of USPX. […]
2011 Berkshire Hathaway Meeting Notes
James McRitchie, 05/05/2011 ,
After 6 hours of continuous typing and close to 15 hours of editing, my notes from this year’s Berkshire Hathaway annual meeting are complete. At the end of it all, the total tally is over 18,000 words and over 24 pages of wisdom from Buffett and Munger. As always, these notes were taken by hand, […]
Texas Secession Led by Apache, KBR and Kinetic Concepts
James McRitchie, 04/11/2011 ,
The American Civil War began on April 12, 1861 or 150 years ago today. Texas companies now appear to believe they are again outside the United States with respect to federal laws regarding proxies, based on the flawed decisions of Judge Lee H. Rosenthal. As reported at theCorporateCounsel.net on April 5th: KBR filed a lawsuit in […]
How I Voted at Schlumberger
James McRitchie, 03/29/2011 ,
Schlumberger, one of the stocks in my portfolio of about 50 companies, has an Apr 06, 2011 Annual Meeting coming up. I’ve decided to vote early this time, since I’m in New Orleans and may be too busy to research much while there. I checked in with MoxyVote.com, ProxyDemocracy and OTPP. MoxyVote had no recommendations […]
Addressing CEO Pay
James McRitchie, 02/23/2011 ,
Regarding CEO pay, Nell Minow recently wrote, “there is a little flicker of light at the end of the long, dark tunnel of outrageous pay.” Her signs of hope: Required advisory “say on pay” (SOP) vote. Last year after a “no” vote, Occidental Petroleum’s board reduced the pay package for CEO Ray Irani and announced […]
Deceptive Vote Counting: Cisco We Hear You Loud & Clear
James McRitchie, 01/12/2011 ,
As the press release from Boston Common Asset Management below reports, Cisco Systems made a deceptive announcement of vote results because they used two different methods to calculate proxy results announced at the annual meeting. They reported their own proposals as a simple ratio of those voting but included not only abstentions in the ratio […]
Don’t Toss that Proxy
James McRitchie, 01/11/2011 ,
During the next several months, most corporations will be sending out their proxies (ballots) and holding their annual meetings. Individual shareholders own about 30% of the stock in US markets but few bother to participate, even though we often feel corporate managers have too much power and too little accountability. When we fail to vote, […]
Upcoming Vote: Sparton
James McRitchie, 10/13/2010 ,
Sparton will hold its annual meeting in Schaumberg IL on October 27, 2010. Proposals to be voted on include two that further improve Sparton’s corporate governance to best practices as follows: Proposal #3 includes the adoption of a Majority Voting standard for election of directors, and Proposal #4 includes the de-classifying (de-staggering) of Sparton’s board […]
Dodd-Frank and Proxy Plumbing Offer Opportunity to Keep Blank Votes from Going to Management
James McRitchie, 10/11/2010 ,
As many of you know, I petitioned the SEC last year to change the rule that allows blanks on a partially filled proxy or voter instruction forms (VIFs) to go to management. (see 4-583 at http://www.sec.gov/rules/petitions.shtml) The way I read Dodd-Frank SEC.957, it appears to prohibit broker voting for say on pay, directors and “any […]
How I Voted at Citigroup
James McRitchie, 04/16/2010 ,
ProxyDemocracy.org was very helpful, with several funds reporting their votes in advance. Also very helpful was CalPERS’ site, which provided reasons for their votes. I voted for most of the directors, along with most of the funds who reported voting in advance on ProxyDemocracy. However, I joined with CalPERS in withholding my vote from the […]
CorpGov Bites
James McRitchie, 02/11/2010 ,
“In many ways, 2010 is the Foundation Proxy Season. By next year, the world will be changed. It is likely that both say-on-pay and proxy-access measures will be mandated. Directors will undoubtedly face greater scrutiny and more challenges than ever before. As a result of these impending challenges, boards must use the 2010 season to […]
Directors Forum 2010
James McRitchie, 02/10/2010 ,
First, a precautionary note about this post. These are strictly my impressions. There is no intention here to present juicy findings with regard to any corporation, fund, individual etc. My purpose is simply to help facilitate dialogue and understanding. Keep this in mind as you read my notes, as well as the following. One of […]
Can We Change Voting Behavior?
James McRitchie, 01/12/2010 ,
We Own You!: How technology can help stockholders take control of the corporations they own, Slate.com, 1/12/10. Eliot Spitzer writes, “Twitter, text messages, YouTube, and other technology transformed politics in 2008. This success raises a compelling question: Can the same technology awaken the more dormant world of corporate democracy?… Could proxy voting in 2011 generate the […]