Your Questions/Our Answers

Webinar: Proxy Preview 2021

Heidi Welsh, Sustainable Investments Institute (Si2)
Michael Passoff, Proxy Impact
Laura Devenney, Boston Trust Walden
Tejal K. Patel, CtW Investment Group

Do most companies try to have shareholder resolutions omitted, or is it only a small groups?

Large companies are the most likely to challenge. But they also have well developed investor engagement programs.

Has there been any legislative progress in giving beneficial shareholders greater control over their own vote?

Shareholders whose only exposure to the markets is through mutual funds do not have voting rights, hence the focus on shareholder voting practices by those funds.

Has this rule been litigated?

Not yet, but a legal challenge seems likely.  Is the share of resolutions with lower investor support/vote %s over time related to increased omissions or increased investor agreement on ESG issues?

It's complicated. I think it is more likely to do with more withdrawals/ agreements--but not omissions.

How will public companies become Public Benefit Corporations augment shareholder advocacy work?

We expect that choosing to be a public benefit corporation brings with it a great deal of ESG awareness, policies, and practices. All of the companies that received this resolution signed the BRT New Purpose statement, so it will be part of the implementation plan.

What is your prediction about a possible rescission or rollback of the SEC's 2020 proxy advisory and shareholder proposal rules?

The rule is final and will stand unless it is rolled by back the Congressional Review Act, which has been proposed, or overturned by legal action, which has yet to be filed.  The rule provided a fairly thin economic analysis, which makes it potentially vulnerable under the Administrative Procedures Act.  This is something to watch.

How can individual investors be notified when important shareholder resolutions are open for proxy voting?

Talk to your financial advisor and ask for your proxies to be sent to you by email. That way you get an email and can click and vote.

Do these equity proposals include or anticipate review of gender, LGBTQIA+ or disability/mental health equity?

Currently the DEI resolutions are asking for granular disclosure of recruitment, retention, and promotion cut by gender, race, and ethnicity.

How are recent announcements about making routine votes non-discretionary going to affect support for unopposed director candidates and auditors?

Voting on directors is a potential "next big thing"--already we've seen some investors vote against boards that are not diverse.  We also could see votes against directors where investors think their climate plans are insufficient.