My vocation is Grandparenting. That means doing what I can to leave options open for my children and grandchildren, and by extension all children and grandchildren. There are no moats that separate them. We, they, are all in this world together.
One aspect of my obligation to them is to be an activist shareowner on societal, environmental and governance issues in the companies that I am invested in.
Over the years I have filed a number of shareowner resolutions as an individual with ExxonMobil. And I have also filed on behalf of the Jessie Smith Noyes Foundation in the 1990s and the Needmor Fund and the Christopher Reynolds Foundation since 2000, with Intel on changing their environmental, health and safety policy, with Pfizer on say-on-pay and on transparency of political contributions, and with Chevron and ExxonMobil on the financial risks of climate change. I also vote all of my proxies, and all of the foundation's proxies. My personal portfolio is small, and the foundations' are also relatively small, now with endowments of between $25 and $50 million. I think these activities have made a difference in various ways. As the old saying goes, if you think you are too small to make a difference you have never been in bed with a mosquito.
Have you had conversations with your clients about voting their proxies? And about what to do with those proxy statements that come wrapped in blue plastic, or more recently those 5- by 8-inch envelopes boldly marked "Proxy Vote" encouraging online voting?
It may well be an advisor's fiduciary duty to have the conversation on proxy voting advancing the best interest of her client. In addition, I suspect it would be a welcome service to many clients who are also parents and grandparents, and perhaps a competitive advantage for advisers who offer assistance.
On March 25, 2011 Dorothy Hinchcliff's blog reported on Harrington Investments' decision to divest from Chesapeake Energy Corp. because of a poor environmental record. Divesting is one way of letting a company know where you stand. Another is to vote proxies. A resolution filed in 2010 by CalSTers with Chesapeake asked for a sustainability report focusing on greenhouse gas emissions and plans to manage emissions. It received more than 30% of the vote--a very good response from shareowners. Chesapeake subsequently agreed to the request and will produce a report.
Did your clients vote on this?
In 2010 Harrington filed a resolution with Intel asking for a sustainability report. As a result, Intel amended their corporate governance charter to include corporate social responsibility and sustainability. In addition, the board requested an opinion from an outside lawyer who concluded that under Delaware Law this was part of Intel's fiduciary duty. This is a very important first.
Did your clients vote on this?
In 2010 there were 101 climate and energy-related resolutions filed with 88 companies in the U.S. and Canada. Dialog between the proponents and the companies led to agreements and 51 resolutions were withdrawn. Forty-two of the resolutions that went to a vote received 30% or more of the votes, which should get the attention of boards.
Did your clients vote on these resolutions?
My suspicion is that many of your clients would have voted on these societal and environmental resolutions, and on dealing with water availability and utilization, human rights issues, worker protections, genocide, equal opportunity, and many others, if they knew about them.
Similarly, they would have voted on corporate governance resolutions dealing with executive compensation, separation of the roles of chairman and chief executive officer, transparency around political contributions, annual election of boards, and others.
This year, for example, the Dodd-Frank Wall Street Reform and Consumer Protection Act calls for mandatory "say-on-pay" votes at all 2011 annual meetings. All shareowners will vote on two resolutions. The first is an advisory vote on the compensation package for key management. The second asks the shareowner to indicate how often the compensation package should be put to a vote. A very productive shareowner dialog between companies, institutional investors and governance specialists led by Tim Smith of Walden Asset Management and Peggy Foran, then of Pfizer, helped companies feel more comfortable with investor concerns regarding "say on pay" before the new rules were instituted.
Over the last 40 years shareowner activities, filing resolutions and voting, as well as engagement in dialogs, have made a difference. As a result many companies are now reaching out to and having dialogs with shareowners annually on a wide range of issues to mutual benefit.
The faith community has been instrumental throughout this period through the Interfaith Center on Corporate Responsibility. In the last decade or so, public pension funds have become involved, through groups like the Investor Network on Climate Risk, because they believe these issues affect shareowner value. More recently, foundations are becoming more interested through groups like More For Mission. And students are pushing colleges and universities to become involved through the Responsible Endowment Coalition. The combined assets of these institutions represent significant ownership of financial markets. Their engaging companies can have a significant impact on corporate America. The voices of family offices and individuals can and will make a difference.