Some “Early Returns” From The Annual Meeting Front:

It’s still early-days as we write this, but a few trends are emerging that seem worth a mention

The most visible trend so far has been the number of directors who are getting No or Withhold votes in the 30% range, and sometimes higher: The much higher than usual percentages are due in part to the fact that previously “uninstructed votes” are no longer being cast by brokers in favor of directors, as in previous years. But ISS seems headed for a record number of “vote no” recommendations this year – mainly due to closer than usual scrutiny of the big universe of smaller companies. So watch your own results we advise, yet again…and do not let such numbers come as a “surprise” to your low vote-getting directors

We’ve also seen a much bigger than usual trend to vote No against company sponsored compensation proposals - especially at smaller companies – In part, we think, it’s because of greater ISS coverage and in part because many small companies appear not to have used advisors, or to have checked the ISS guide- lines…and in part because we think more individual investors are “reflexively” voting no on higher comp.

On the other hand, companies that have Say-On-Pay ratification programs are seeing the “OKs” sailing in smoothly, same as last year, which we think IS a reflection of the greater care that companies have taken in terms of disclosure…and also due to the much greater restraint there has been this year with respect to pay programs in general.

Those dratted proposals to allow shareholder groups with a mere 10% to call a special meeting are also scoring well, and some are passing – even where some of the same proponents had earlier called for 10%-25% thresholds…which were indeed adopted at the higher end in previous years.

Say-On-Pay proposals are still the hot items this year – with more than 70 slated for a vote – and where Yes votes have been strong.

Meanwhile, a new proposal – to have the Board develop a formal CEO succession plan and report annually to shareholders – has been garnering larger than usual votes for a first-year effort, and is “THE proposal to watch” going forward we think.