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Proxy Season: The Votes They Are A-Changin'
Published on Thursday, June 27, 2002 by CommonDreams.org
Proxy Season: The Votes They Are A-Changin'
by Blaine Townsend
 

For all the blinding speed in which corporations transact business around the globe, their attitudes change at a glacial pace. Hence the legacy of outrageous corporate misbehavior that helped cause the stock market crash of 1929, the implosion of Enron in 2001 and countless ecological and economic offenses in between. But if the shareholder "proxy season" of 2002 is any indication, corporations may start changing a little faster than they're accustomed.

The majority of large companies hold annual meetings in the spring (the "proxy season") to discuss the year's results and conclude the voting on issues put on a proxy ballot, some by management and some by shareholders. Often, management's proposals or positions on resolutions receive a rubber stamp from the large institutional investors who manage (and vote) the majority of stock held in this country.

This has certainly been the case with resolutions dealing with social policy issues - like human rights or environmental standards or linking executive compensation to social performance. For two decades these resolutions have drawn the ire of management and outright disdain of the Wall Street money managers voting the institutional assets.

This spring, over 150 such resolutions were filed at U.S. companies. Each year, management virulently opposes these resolutions in the name of "shareholder value." For the third year in a row, however, management's position received a declining share of the vote.

In the past, receiving six percent of the vote on a resolution dealing with a social policy concern was considered respectable. A double-digit vote was considered very successful.

This year, Trillium Asset Management Corp. (TAMC) filed a resolution at electric utility, Idacorp , asking the company to report on the impacts of its Hells Canyon Complex of Dams. The proposal gained the support of 34% of votes cast. Then TAMC received votes of over 20% on resolutions at Eastman Chemical, General Electric, and ExxonMobil.

All around the county, there were similar results at other annual meetings. According to the Investor Responsibility Research Center, a Washington D.C. based clearinghouse on proxy voting, the preliminary tally from this spring shows 29% of the resolutions on social policy issues received at least 10% of the vote. This is up from 17% in 2000 and 28% in 2001.

In other words, a trend, and a resilient one at that. This is clearly not a trend buoyed by good times in the market. Since 2000 when votes on these issues began to climb, the stock market has declined nearly 30% in value. This is clearly not a trend based on a shift in political power. Since the increases began two years ago, there has been an administration in Washington more closely aligned with industry - particularly energy.

This is a trend based on change. Slow, hard-fought, systematic change. The votes cannot be interpreted any other way. After two decades of pressure, large institutional investors (particularly pension funds) are starting to accept the idea that social policy issues fall within the purview of their duties as fiduciaries. And importantly, they are instructing their managers to vote accordingly.

For a long time, the New York City Pension Fund was the lone institutional player in shareholder campaigns such as these. Now pensions funds from Connecticut to Contra Costa County and even the giant California Public Employee Retirement System address social issues in the proxy voting guidelines.

This is a seminal event in the evolution of the capital markets. Soon, only Wall Street and a handful of companies will continue to fight these social resolutions under the guise of "shareholder value."

With apologies to Samuel Johnson, recent history suggests that "shareholder value" may have replaced patriotism as the last refuge of a scoundrel. Going forward, shareholder advocates may finally have the votes to prove it.

Blaine Townsend is the San Francisco Regional Manager of Trillium Asset Management Corp., the oldest and largest independent investment management firm dedicated solely to socially responsible investing.

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