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Unlocking The Power of The Proxy: Promoting Corporate Environmental and Social Responsibility Through Shareholder Advocacy. Panel Presentation: Why All The Fuss About ‘Green” Investing? May 25, 2011 David Neubert Cofounder – Kapitall.com CIO – Undermountain Investments LLC.
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Unlocking The Power of The Proxy: Promoting Corporate Environmental and Social Responsibility Through Shareholder Advocacy Panel Presentation: Why All The Fuss About ‘Green” Investing? May 25, 2011 David Neubert Cofounder – Kapitall.com CIO – Undermountain Investments LLC
RainForest Action NetWorkSuccesses 2010 • Australian timber giant Gunns announces it will pull out of native old-growth forest logging altogether. • Eight of Wall Street’s biggest banks issue policies to limit funding to mountaintop removal (MTR) coal mining projects. This is a major step in curbing the practice of blowing up America’s mountains and poisoning drinking water. • Eight top children’s book publishers pledge to eliminate controversial Indonesian suppliers Asia Pulp and Paper (APP) and Asia Pacific Resources International Limited (APRIL) from their supply chains after RAN released “Rainforest –Safe Kids Books” scorecard. • General Mills issues one of the strongest palm oil policies to date and commits to getting all of its palm oil from responsible sources by 2015, supporting the call for a moratorium on peat forest conversion and requiring free prior and informed consent (FPIC) from impacted communities. Source: ran.org
Proxy Voting 101 • Publicly traded companies are required by law to report to shareholders. • The annual meeting and proxy statement provide a formal communication channel between corporate management and shareholders. • U.S. Securities and Exchange Commission rules allow shareholders to file proposals with companies on corporate governance, social and environmental issues. • If you hold mutual funds, you do not hold actual company shares and cannot vote proxies directly. • Shareholders can vote their proxies via mail, internet, phone, or by attending the annual meeting in person.
Proxy Voting 101 • The Securities and Exchange Commission has set forth a number of rules relating to issues that may not be addressed through proposals. • Anything relating to personal grievances or that relates to operations that constitute less than 5% of revenue may be excluded. A company may challenge the proposal at the SEC if it thinks the proposal may be legally omitted. Many challenges relate to rules stating that issues pertaining to “ordinary business” may be excluded. But proponents can challenge the company’s logic and if the SEC sides with the shareholder proponents’ argument, the proposal must be placed on the company proxy statement and voted on at the annual meeting. • Proposals must receive a minimum number of votes to be allowed on the proxy the following year. Recognizing the difficulty of mobilizing substantial support for proposals, the SEC has set a relatively low bar for a proposal to qualify for resubmission. Social proposals must obtain 3% of the total vote their first year to be resubmitted; 6% the second year and 10% its third year. If it fails to meet these minimum votes, it may not be resubmitted for 3 years. • There are four categories of votes: For, Against, Abstain, and Not Voted (these votes are automatically voted by management). If an investor is unsure about an issue it is best to abstain as these votes are not cast either for, or against a vote and are not counted in the final tally
Takeaways • Be Green and Greedy • Voting proxies and engaging management can enhance returns, satisfy your social responsibility mandate and be fun. • Corporate governance proposals are important as well. (That’s in another presentation). • You have more influence voting shares to change company behavior than you do with most political elections.
Further Information • For a copy of this presentation email David Neubert: david@kapitall.com • As You Sow: asyousow.org • Katherine Kassing: katherine@asyousow.org – 415-692-0735 • Ceres Investor Network: www.ceres.org • Proxy statements