Walden’s 2015 Shareholder Resolutions

2017-11-08T20:26:17+00:00

Much of Walden’s impact in advocating for greater corporate responsibility and transparency comes from constructive dialogues with companies over many years. However, sponsoring shareholder resolutions at company annual meetings of shareholders remains a crucial tool for investors to influence company policies and practices. These resolutions can be an important impetus for change, as illustrated in the summary below.

Corporate Governance

Board Diversity

Walden’s shareholder proposal urging Cohen & Steers to take additional steps to increase board diversity was withdrawn when the company agreed to amend its corporate governance documents to reference gender and race as factors considered in nominating directors and enhance disclosure in its proxy statement and website. A similar proposal at Silgan Holdings was withdrawn on a technicality.

Political Spending and Lobbying Disclosure

Comprehensive disclosure of corporate lobbying and political spending helps investors assess how companies utilize shareholder capital to affect public policy as well as any risks that arise if lobbying activities do not align with a company’s expressed corporate goals. Resolutions requesting better lobbying policies, oversight, and disclosure including indirect initiatives through trade associations and think tanks were filed at American Express* (22 percent support), ConocoPhillips (27 percent), Express Scripts, Google†, IBM (22 percent), JPMorgan** (7 percent), Time Warner Cable†, and United Parcel Services (16 percent). The resolution with Express Scripts was withdrawn on a technicality, yet the company agreed to continue the discussion and to consider the request. A resolution filed with AT&T** focusing on political spending disclosure received 26 percent support.

Sustainability/ESG Reporting

A first-time sustainability proposal at Commercial Metals received 46 percent support, an unusually high level that should contribute to a constructive dialogue with the company. Second-year sustainability proposals at two smaller-sized companies, CLARCOR and ESCO Technologies, grew in support in comparison to 2014, receiving 45 percent (v. 40) and 28 percent (v. 24), respectively. Meanwhile, second-year proposal at RPC, Inc. (a closely held company) decreased slightly to 7 percent (v. 9). Walden continues to pursue better ESG disclosure from C.R. Bard and Emerson Electric and filed resolutions for the sixth and fifth consecutive years that received 35 and 39 percent support, respectively. A sustainability resolution at BB&T that focused on climate change was withdrawn as the company will begin taking steps to develop comprehensive ESG disclosure.

Other

A new type of resolution encouraging companies to amend their vote-counting procedures to more accurately depict investor support for shareholder proposals was co-filed at Amgen** and Oracle**†. The Amgen resolution received 6 percent support.

Environmental Impact

Climate Change: Greenhouse Gas Emissions

Recognizing that climate change poses financial and operational risks to any business, Walden continues to engage with portfolio companies to reduce their contributions to climate change by setting robust greenhouse gas (GHG) reduction goals. A resolution at Qualcomm was withdrawn as the company agreed to begin collecting metrics for benchmarking and to set GHG targets in the near future. A similar resolution at Costco* was withdrawn with the company agreeing to respond to CDP’s questionnaire and to keep GHG emissions growth to less than sales growth over the next five years. Walden also filed resolutions at Chevron**†, ExxonMobil** (10 percent support), and Phillips 66** (28 percent), focusing on developing GHG goals for their operations and products.

Climate Change: Deforestation

Forests are known as “carbon sinks” due to their ability to absorb CO2 from the atmosphere. Clearcutting forests, therefore, is a major contributor to the climate crisis. In Indonesia and Malaysia, large areas of tropical forests are disappearing to make room for palm oil plantations—motivating investors and NGOs to turn their sights on this unsustainable practice. Resolutions filed at International Flavors & Fragrances* and Sysco** on responsible palm oil sourcing were both withdrawn with agreement to update sustainable palm oil policies and sourcing practices.

Workplace

Diversity Disclosure

A resolution requesting that global advertising company Omnicom Group** disclose its workforce diversity data received 28 percent support.

Inclusive Non-Discrimination Policy

Proposals requesting Cullen/Frost Bankers, First NBC Bank Holding Co., IDEX Corp*, and Syntel to amend their equal employment opportunity (EEO) policies to include “sexual orientation and gender identity or expression” were successfully withdrawn when the companies agreed to modify their policies and make them more accessible to prospective employees. A resolution at Expeditors International** on amending its EEO policy to include gender identity and expression was withdrawn upon agreement.

* In order, Walden co-led these resolutions with the following investors: Trillium Asset Management, Boston Common/Calvert Investments/Trillium, Calvert, NorthStar Asset Management.
** In order, these shareholder resolutions co-filed by Walden were led by: Sisters of St. Francis, Domini Social Investments, Investor Voice, ibid, Caldwell Dominican Sisters, ibid, Presbyterian Church, Sisters of St. Joseph, New York City Pension Funds, Pride Foundation.
† Vote tally pending as of time of publication.

From the Summer 2015 Edition of Values