2018 Proxy Season Wins and Challenges

Compared with this time last year, the number of resolutions filed by ICCR members dipped slightly to 266, while the number of companies receiving resolutions this year is 180, up from 165 in 2017. We expect a few additional filings to take place over the coming months. 

Shareholder resolutions by year, 2018 vs 2017

(For those of you who wish to learn more about the process of filing a resolution, check out our Guide to Filing.)

There were a number of new topics this year, including: 

 

2018 Shareholder resolutions by issue

This image shows resolution filings by issue area, arranged from largest to smallest, as measured by volume of filings. For the third consecutive year, the cluster of resolutions citing climate change was the highest, and represented a full third of total filings at 89 resolutions. There was notable growth this year in the number of resolutions seeking greater inclusiveness and diversity which, as a group, became the second most popular category of proposals at 57 filings. The number of resolutions seeking disclosures on lobbying and political spending remained roughly equal to last year, with 45 filings

Meanwhile, human rights & human trafficking had 26 resolutions; corporate governance 25; environmental health & sustainability 23; health 12, food  8, water 7 and financial practices & risk, 2. 

Negotiated Agreements with Corporations (Withdrawals)

When shareholders file a resolution, companies may reach out to the filers and request a dialogue to discuss aspects of the proposal. If an agreement between both parties is reached that satisfies the main requests of the proposal – such as issuing a report or amending a policy – filers may choose to voluntarily withdraw their resolution which will then will not appear on the company’s proxy statement.

Every year ICCR members negotiate dozens of these successful agreements. 2017 was a particularly strong year for the ICCR coalition, as we negotiated over 100 corporate commitments on a range of issues. We are able to report that our coalition has already achieved 61 successful withdrawals of 2018 resolutions, putting us slightly ahead of where we were last year. Withdrawal negotiations will continue over the next few months. Assuming the pace of agreements remains consistent with last year, we expect the number of 2018 withdrawals to more than triple by the end of the season.

Successes include:  

  • Amid mounting public attention to the role played by assault-style weapons in recent acts of gun violence, a majority of Sturm Ruger shareholders voted in favor of an ICCR member proposal requesting a report on what steps, if any, the company is taking to promote gun safety.
  • Mercy Investment Services withdrew its resolution on opioids at Mallinckrodt based on the Company’s decision to divest of its opioid business.
  • New York State Comptroller withdrew its shareholder proposal at Marathon Petroleum as the company committed to new disclosures regarding policies on Indigenous people’s rights.
  • After student protests and receiving an ICCR resolution, Dick's Sporting Goods decided on assault-rifle ban. 
  • After receiving a resolution from the Sisters of St. Francis of Philadelphia, Wells Fargo announced that it agreed to publish a Business Standards Review to investigate the root causes of systemic lapses in governance and risk management that have led to ongoing controversies, litigation and fines.
  • Trillium withdrew its proposal on Board diversity at Sealed Air following the company’s commitment to strengthen corporate governance document and adopt a policy of inclusiveness whereby diversity of age, gender, international background, race, ethnicity and specialized experience are considered in each director search.
  • The Presentation Sisters withdrew their resolution on 2C climate change planning at CMS after the company agreed to a release a public report and to continue dialogue

In addition to our wins, forty-nine of our resolutions have been challenged by corporations at the SEC. We have won 6 of these proxy contests - and as a result, our resolutions will now appear on their corporations' proxy ballots, and be voted on by all shareholders. An additional 39 challenged resolutions are awaiting decisions at the SEC.

To compare our 2018 and 2017 seasons, click here


Note: While ICCR member-sponsored resolutions constitute a large part of the entire universe of ESG resolutions filed each year, still others are filed by institutional and individual investors unaffiliated with our coalition. This is particularly true with regards to governance resolutions, of which  ICCR members file roughly 1/3 to ½ of all those filed.

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