Votes Have Value!
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The ESG Wars Rage On!
Q4 2023
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Recent Articles
Shareholder Votes Have Value – Please Do Not Let Your Votes Go To Waste!
©2023 by Carl T. Hagberg and Associates. All rights reserved. This publication may not be copied or made available to readers over the Internet without the express permission of the copyright holder. (The letter below can be generic - or personalized with issuers’ names and logos – and enclosed with mailed proxy materials and posted on your company’s Investor Page, subject to the agreement of...
Troubling News For Corporate Governance Professionals from Broadridge’s 2023 Review
Expectations of directors are increasing. Fewer directors stood for election this past season (23,829) than in 2022 season, but more failed to attain majority support (654) than at any time in the last 5 years. Support has declined for Say-on-Pay. 131 say-on-pay proposals failed to receive majority support (out of 2,720 proposals). Average support for say-on-pay proposals this past season was...
Holders Coalition Fights Threats By Unclaimed Property “Auditors” To Change State Laws At The Expense Of Share-Owners
Here’s an email we got recently from Jen Borden – whom we consider to be the world’s top expert on all things concerning unclaimed property. It updates the article she did for our year-end magazine, 2022 Unclaimed Property Year-End Round Up, and provides some truly disturbing news about the increasingly predatory practices of so-called UP “auditors” and their lobbying efforts to change existing...
Highlights Of The 2023 Meeting Season Through June
The 2023 Shareholder Meeting Season to date has been “one for the books” for sure – and we are happy to report that most of the predictions and early warnings we posted in late 2022 and early 2023 were very much on the money: While there has been a modest return to in-person meetings, as we expected – notably at Berkshire Hathaway, which drew an all-time attendance record of 44,000 happy...
Best Statements In Opposition To Shareholder Proposals
In our last issue we recommended that readers take time to review what we found to be the “Most Engaging” Shareholder Meeting Materials of the 70-odd sets we reviewed with care - and we promised to disclose the MOST CONVINCING EXAMPLES OF CORPORATE RESPONSES to SHAREHOLDER PROPOSALS - so here they are: AMAZON and UNITEDHEALTH GROUP. We urge you to have a look at them, to be well prepared for...
No Quorums At Meetings Because Directors Failed To Vote: Our Tips To Fix
As noted here earlier, there was a very noticeable decline in the number of companies that had to adjourn their Shareholder Meetings in first-half 2023 for lack of a quorum on the appointed date and time. At two of the Meetings where our Inspectors of Election served, the shortage was due entirely by the complete lack of voting by Directors – who controlled roughly 30% of the shares outstanding!...
How And When To Properly Open And Close The Polls
Over the last two years a mini-debate broke out sporadically over LinkedIn on how best to manage the opening and closing of the polls. Many activist investors felt that they should remain open until after the general Q&A period - and ideally, until the very end of the Meeting - so voters would have time to change their minds if something they heard rubbed them the wrong way. Quite a few...
A Few More Observations From The 2022 Meeting Battlefront – And Some “Problem Areas” To Note
The problem of “meeting congestion” on the busiest meeting dates continues to be a growing issue for issuers - and for their key suppliers: We predict that issuers will increasingly have to vie for favorable meeting dates and times, since at best, there are only eight hours in a given day when companies can safely hold their meetings without riling up shareholders - and directors too. So start...
Morrow Sodali Celebrates 50 Year Anniversary By “Building Together”
The OPTIMIZER interviews Adam Frederick, Global President, Bill Ultan, Managing Director – Corporate Governance and Greg Reppucci, Senior Director– Sustainability & Corporate Governance Through a combination of savvy strategic acquisitions and a continued focus on internal personnel growth and technological innovation, Morrow Sodali has been at the center of the most urgent and critical...
Will ‘Big Brother’ Really Be Looking At Your VSMs This Year?
We have been reporting on comments from ISS - and from several large investors as well - that they would be monitoring Virtual Shareholder Meetings to assure that shareholders will have a meaningful chance to ask questions - and to “engage in a dialogue with management” - and will consider voting against some or maybe even all directors in 2023 at companies that fail to meet these objectives. So...
When Pigs Fly
Ever hear this old expression, to indicate a totally unlikely event? Well damned, if pigs aren’t indeed flying high - on the proxy voting front! More kudos to Liz Dunshee for reporting that activist investor Carl Icahn’s fight for the rights of pregnant pigs not to be confined to cramped “gestational pens” will move forward to votes at McDonalds - and at Kroger, where Icahn is putting two...
The 2022 Season Starts Out With A Big Bang
As Liz Dunshee reported in her March 13 blog, “This voting outcome arrives at the same time that the UN Environment Assembly has agreed to negotiate a legally binding treaty to tackle plastics, which many are calling the next ‘Paris Accord.’ That comparison is significant because the targets in the Paris Treaty jump-started the focus on emissions. Meanwhile, other companies are proactively...
Shareholder Services: History
Carl Hagberg
The Shareholder Service OPTIMIZER, first published in 1994, is “dedicated to helping public companies – and their suppliers – to deliver better and more cost-effective services to shareholders”.
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