2019 Season Preview

2019 Proxy Season: Early Trends

Download a pdf of ICCR's 2019 Proxy Resolutions and Voting Guide.

For the 2019 proxy season, ICCR members  filed 
258 resolutions on a range of issues at 170 companies. Resolutions addressing corporate lobbying and political spending were the most popular filing category at 50, a slight increase over last year. The cluster of resolutions directly citing climate change was the next highest, with 45 resolutions. Human rights-related resolutions jumped to 43 from 26. Resolutions seeking greater inclusiveness and diversity were the next most popular category of proposals at 37 filings.

2019 Shareholder Resolutions by Issue 

The 2019 proxy season saw a surge in human rights-related proposals, 43 overall, with emerging themes that relate to digital rights and the growing influence of Google, Facebook and Amazon. Still other resolutions examined how companies with government contracts may be linked to human rights abuses as a result of “zero tolerance” U.S. immigration policies 

Negotiated Settlements 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. 2018 was a particularly strong year for the ICCR coalition, as we negotiated 114 corporate commitments on a range of issues by the year's end. Midway into the 2019 season, our coalition had already achieved 62 successful withdrawals of 2019 resolutions, putting us slightly ahead of where we were at this point in 2018. Withdrawal negotiations will continue over the next few months.  

2019 Early Successes Included:  

  • Wells Fargo agreed to update its Business Standards Report to include language on private prisons;
  • Emerson committed to establishing a GHG reduction target;
  • Atrion will fill its next director seat with a woman;
  • Sanderson will stop unnecessarily administering two medically important antibiotics to its chickens; and,
  • General Electric will significantly expand transparency regarding its election-related spending. 

See the full list of withdrawals here.

High Votes

Of those resolutions that went to a vote, a number racked up impressive wins:

Walgreens Boots Alliance - Board oversight of risks related to the opioid crisis: 60%
Analog Devices - Workplace diversity: 48%
Atmos Energy - Methane emissions: 34.8%
Disney - Climate lobbying expenditures disclosure: 39.27%
Costco - Supply chain policy on prison labor: 29%

SEC Challenges

In addition to our wins, forty-four of our resolutions were challenged by corporations at the SEC versus 52 in 2018. Our members won 9 of these proxy contests, and as a result, those resolutions will now appear on their corporations' proxy ballots, and be voted on by all shareholders. Corporations, by contrast, won 6 of these proxy contests. An additional 13 challenged resolutions are awaiting decisions at the SEC. The remainder of the challenged resolutions were withdrawn by their proponents in exchange for agreements with the corporations.

New Issues

Our members also filed on a number of new topics this year, including:

  • Anti-Competitive Practices
  • Censored Search in China
  • Community Impact of Company’s Operations
  • Corporate Tax Savings Allocation Disclosure
  • Evaluate Impact of Overdraft Practices on Customers
  • Immigrant Detainees
  • Report on Efforts to Address Hate Speech
  • Risks of Sales of Facial Recognition Software
  • Risks Posed by Content Governance Controversies
  • Study Strategic Alternatives Including Sale of Assets/Subsidiaries
  • Use of NDAs/Mandatory Arbitration in Sexual Harassment Cases

Click here to see a summary of how 2018's resolutions fared

Download a pdf of ICCR's Proxy Resolutions and Voting Guide here.

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