Shareholders & Activism
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Cracking the code: Winning retail investor approval in M&A
Expert strategies for securing retail investor votes Almost a quarter of votes at Caterpillar’s AGM were in favor of a proposal seeking information about the company’s lobbying. The resolution garnered 23 percent of the votes cast. That level of support, despite not being a majority and being lower than the 29 percent of the vote it received at Caterpillar’s 2023 AGM, is widely viewed as significant by governance experts. Other lobbying disclosure proposals have this year gained significant support at Morgan Stanley (31.2 percent of votes cast), Verizon Communications (34.6 percent) and Goldman Sachs (39.4 percent). Shareholders have been voting…
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Anti-harassment report proposal attracts support among Tesla shareholders
State of New York Comptroller requested information on company’s efforts Almost a third of votes cast at Tesla’s AGM last week backed a shareholder proposal seeking information on the electric vehicle company’s work against harassment and discrimination. The resolution was filed by Thomas DiNapoli, comptroller of the State of New York and trustee of the New York State Common Retirement Fund. It asks that Tesla’s board oversee the preparation of an annual public report ‘describing and quantifying the effectiveness and outcomes of [the company’s] efforts to prevent harassment and discrimination against its protected classes of employees.’ The proposal suggests the…
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The week in GRC: Tesla shareholders back Musk pay plan and Elliott seeks changes at Southwest Airlines
This week’s governance, compliance and risk-management stories from around the web – CNBC reported that activist investor Elliott Investment Management has built a $1.9 bn stake in Southwest Airlines and intends to push for leadership changes at the company. Elliott is seeking to replace Southwest CEO Bob Jordan and chair Gary Kelly with outside candidates, the activist said in a letter and presentation. Elliott believes Southwest has fallen from a best-in-class airline to one of the biggest laggards, according to the presentation. The investor wants Southwest to announce a CEO and chair transition with ‘immediate’ effect, Elliott said. Southwest said…
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Lobbying disclosure proposal garners support at Morgan Stanley AGM
Resolution is latest to gain significant backing at AGMs this year A shareholder proposal seeking information about Morgan Stanley’s lobbying attracted almost a third of the votes cast at the bank’s recent AGM, the latest such resolution to gain support this proxy season. The proposal, filed by activist shareholder John Chevedden, asks that Morgan Stanley issue a report each year disclosing: ‘1. Company policy and procedures governing lobbying, both direct and indirect, and grassroots lobbying communications ‘2. Payments by Morgan Stanley used for (a) direct or indirect lobbying or (b) grassroots lobbying communications, in each case including the amount of…
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The week in GRC: ISS and Glass Lewis urge vote against Musk’s pay package and ExxonMobil directors re-elected despite opposition
This week’s governance, compliance and risk-management stories from around the web – The Guardian reported that, according to polling, a majority of US voters support communities taking major oil companies to court for allegedly deceiving the public about the climate crisis, and almost half would back an even more aggressive legal strategy of filing criminal charges. The 40 existing US lawsuits against major oil companies, filed by cities and states, are based on civil charges such as tort law and racketeering protections. Last year, however, consumer advocacy non-profit Public Citizen proposed also filing criminal charges – most notably, homicide –…
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Indigenous Peoples’ rights proposal garners support at JPMorgan AGM
Resolution seeks report on effectiveness of firm’s ‘policies, practices and performance indicators’ Around three in 10 votes cast at JPMorgan Chase & Co’s AGM last week were in favor of a shareholder proposal seeking information about the bank’s efforts in support of Indigenous Peoples’ rights. The resolution filed by the United Church Funds asks JPMorgan Chase’s board to issue a report ‘outlining the effectiveness of [the firm’s] policies, practices and performance indicators in respecting internationally recognized human rights standards for Indigenous Peoples’ rights in its existing and proposed general corporate and project financing.’ According to an SEC filing, 30.4 percent…
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Lobbying activity proposal draws significant support at Verizon AGM
Several companies have faced interest in their political involvements in an election year More than a third of votes cast at Verizon Communications’ recent AGM backed a shareholder proposal seeking information about the company’s lobbying activities. The result – 34.6 percent of votes cast were for the resolution, according to an SEC filing – was not a majority but it marks a level of support widely seen as significant by governance professionals. In a US presidential election year, Verizon is not the only company where investors are seeking information about corporate lobbying. The proposal filed with Verizon asked the company…
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Perception studies are the foundation of effective targeting
Professional surveys offer valuable insights into stakeholder thinking Between investor shyness and their own busy schedules, executives can find it hard to understand shareholder concerns. But by leveraging third-party expertise and embracing the power of perception studies, public company executives can garner data to inform and improve investor targeting. Meetings. Emails. Newsletters. Executives have plenty of ways to communicate with shareholders. But what happens when they need to understand what stakeholders are themselves thinking, in order to improve their prospective investor targeting? An increasing number of companies are opting for perception studies. Professional surveys, typically conducted by third-party experts, they…
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Comment: As Disney activist fight shows, increased engagement from institutional shareholders is a permanent shift
Heads of IR are conductors of their company’s reputation in a world of crisis, says Jean Benoit Roquette General Motors (GM) shareholders will vote at the company’s AGM next month on a proposal seeking an annual report providing ‘additional disclosure on sustainability risks within its supply chain and risk-mitigation efforts.’ Green Century Capital Management, which filed the resolution, encourages GM’s board and management to assess in the report: ‘The pros and cons of joining global value chain emissions-reduction efforts, such as the Aluminum Stewardship Initiative and ResponsibleSteel, and demand-aggregation initiatives such as SteelZero and the Sustainable Steel Buyers Platform ‘Progress…
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Paramount shareholders to vote on NYC’s AI proposal
Resolution includes request for information on board oversight Investors in Paramount Global will vote at the company’s June 4 AGM on a proposal seeking disclosures around AI and board oversight of the technology. The resolution was filed by New York City Comptroller Brad Lander, who is custodian for the city’s public pension funds. Those funds have a total of more than $271 bn in assets under management. The proposal requests that Paramount ‘prepare and publicly disclose on the company’s website a transparency report that explains [its] use of [AI] in its business operations and the board’s role in overseeing AI…