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.
###