Shareholders & Activism
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Governance lessons to learn from this year’s shareholder activism
What big contests, the universal proxy and other developments mean for boards going into 2025 In this month’s episode of the Governance Matters podcast, we take a look at some of the key moments and trends in shareholder activism from this past proxy season and what they mean for governance professionals. There were proxy tussles at The Walt Disney Company and Starbucks, both notable for several reasons – including that each company has a large retail shareholder base. Disney succeeded in beating back Nelson Peltz and his activist fund firm Trian Partners, while the Strategic Organizing Center, a coalition of…
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The week in GRC: Starboard Value engages with Autodesk board and companies try to keep politics out of the workplace
This week’s governance, compliance and risk-management stories from around the web – Reuters (paywall) reported that Logitech International co-founder Daniel Borel called for shareholders at the Swiss-American company to find a new board chair this year to replace Wendy Becker, who recently announced she would not stand for re-election in 2025. In an open letter, Borel said shareholders should not wait until next year to install a new chair on the board. He has proposed board member Guy Gecht be chosen at the firm’s AGM, tentatively scheduled for September 4. Logitech did not immediately reply to a Reuters request for…
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‘This is not about politics’: GIX co-founder on launching the first US green exchange
Daniel Labovitz talks about the genesis of the exchange and answers ESG-skeptic questions It’s been nearly three months since the Green Impact Exchange (GIX) filed an application with the SEC for approval of what is going to be the first green economy stock exchange in the US. On July 17, the US regulator published its notice to solicit comments from the investment community, which has until September 6 to submit its feedback. As an exchange focused on dual listings rather than primary listings at the moment, GIX was founded two and half years ago by a group of Wall Street…
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Fox Corp aims to exclude news vs opinion shareholder proposal
Company awaiting response from the SEC ahead of fall AGM Fox Corporation is seeking the SEC’s green light to exclude a shareholder proposal regarding the differentiation between its news and opinion-based coverage. The resolution, submitted by As You Sow on behalf of John Chevedden, asks that Fox’s board ‘prepare and publish a report… assessing the potential negative social impact and risks to the company from continuing to inadequately distinguish between [the company’s] on-air news content and its opinion content, and the viability and benefits of providing public differentiation between its news and the entertainment-based nature of its non-news shows.’ The…
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As shareholder meeting season comes to a close, focus shifts to shareholder engagement season
Shareholder meetings are landmark events for North American listed companies, but executives need to engage shareholders throughout the year Our new Governance Playbook, ‘Building an agile governance framework: Be ready to adapt successfully to changes affecting your business’, sponsored by Athennian, provides actionable advice from governance experts including corporate secretaries and board members on building a governance framework that helps their company address short and long-term developments. It includes practical steps and best practices for governance professionals as they support their board in identifying emerging risks and opportunities and overseeing management actions. Click hereto download the report >> Click to…
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Support for non-interference proposal at Delta dips but remains significant
Resolution among a number to support freedom of association at US companies With the2024 shareholder meeting seasonin the books, companies across the US already need to be conscious about what comes next: shareholder engagement season. There are plenty of tactics here, and expertly executing shareholder engagement requires the assistance of an adviser with deep knowledge of the shareholder meeting and institutional investor landscape. Mandated by the SEC, for instance, N-PX filings detail the proxy voting records of registered funds, giving issuers insight into how investors voted at their shareholder meeting. But to truly understand investors’ motivations, companies should directly engage…
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Record-breaking shareholder proposals in 2024 focus on ESG and anti-ESG matters
First proposals for biodiversity and AI recorded this year, says Georgeson Corporate boardrooms – along with the rest of the world – are waking up to the fact that AI has the potential to reshape industries at breakneck speed. Its impact on how boards operate and how companies handle governance is only just beginning to be realized. A recent Governance Intelligence Webinar, sponsored by Nasdaq and titled ‘How AI will influence the future of the boardroom’, brought together a panel of industry experts to discuss AI’s transformative potential in governance. Moderated by Ben Maiden, editor-at-large of Governance Intelligence, the panel…
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The week in GRC: Activist campaigns reach record levels and shareholder support for social and environmental proposals continues decline
This week’s governance, compliance and risk-management stories from around the web Investors’ ESG and anti-ESG proposals at AGMs have broken records so far in 2024, increasing by 5.2 percent on 2023’s numbers. Anti-ESG proposals drive the overall new trend, rising by 19 percent from 94 in 2023 to 113 in 2024 and marking a notable 90 percent increase on 2022. This is according to preliminary data from Georgeson’s early proxy season 2024 review, based on available annual meeting results gathered from July 2023 through May 2024. Within the anti-ESG segment, social-related proposals represent the majority (71 percent) of anti-ESG proposals…
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AI ethics proposal attracts support among Netflix shareholders
Resolution seeks information about board oversight More than four in 10 votes at Netflix’s AGM backed a shareholder proposal seeking information about the company’s use of AI. Multiple companies have faced investor interest in the technology this proxy season. The proposal, filed by AFL-CIO Equity Index Funds via Segal Marco Advisors, garnered 43.3 percent of votes cast, according to an SEC filing. Although not a majority such a level of support is widely seen as significant by governance experts. Segal Marco Advisors filed similar proposals at Apple and The Walt Disney company this year. The resolution at Apple was backed…
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Lobbying proposal at Caterpillar follows pattern of attracting support
Resolution is latest to gain significant backing at AGMs this election year Securing retail shareholder approval during corporate transactions can be a tricky task for companies, especially those with a large base of mom-and-pop investors. Retail shareholders are typically indifferent to voting and making them interested is one of the hurdles. Compounding that is often a lack of financial literacy and different regulatory constraints, which make it harder for companies to find out who their retail investors are. In this article, we look at how to effectively secure retail investor votes during mergers, acquisitions or other corporate transactions, drawing insights…